TrueBlue, Inc.
For the period ended Sep 28, 2025. Filed Nov 3, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 28, 2025 · Filed Nov 3, 2025
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Notes to consolidated financial statements
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Financial statement preparation
The accompanying unaudited consolidated financial statements (“financial statements”) of TrueBlue, Inc. (the “company,” “TrueBlue,” “we,” “us,” and “our”) are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, certain information and footnote disclosures usually found in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial statements reflect all adjustments which, in the opinion of management, are necessary to fairly state the financial statements for the interim periods presented. We follow the same accounting policies for preparing both quarterly and annual financial statements.
The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The results of operations for the thirty-nine weeks ended September 28, 2025 are not necessarily indicative of the results expected for the full fiscal year nor for any other fiscal period.
These financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 29, 2024.
Accounts receivable and allowance for credit losses
Accounts receivable are recorded at the invoiced amount. We establish an estimate for the allowance for credit losses resulting from the failure of our clients to make required payments by applying an aging schedule to pools of assets with similar risk characteristics. Based on an analysis of the risk characteristics of our clients and associated receivables, we have concluded our pools are as follows:
PeopleReady (excluding RenewableWorks) has a large, diverse set of clients, generally with frequent, low dollar invoices due to the daily nature of the work we perform. This results in high turnover in accounts receivable.
Centerline Drivers (“Centerline”) has a mix of client sizes, many with low dollar weekly invoices, but others that are invoiced on a consolidated basis, resulting in a high concentration of revenue related to its top 10 clients. Payment terms are slightly longer than PeopleReady.
Our PeopleScout and Healthcare Staffing Professionals (“HSP”) brands have a smaller number of clients in a variety of industries, and are generally invoiced monthly on a consolidated basis. Invoice amounts are generally higher for these brands than our other businesses, with longer payment terms than PeopleReady and Centerline. These businesses also have significant balances due from government entities.
Our Staff Management | SMX and SIMOS Insourcing Solutions brands have a smaller number of clients, and follow a contractual billing schedule. These clients generally operate in the manufacturing, warehousing and distribution industries and have longer payment terms than our other businesses.
Our RenewableWorks brand has a small number of large clients that operate in the energy industry, generally with high dollar invoices, and follows a contractual billing schedule. Payment terms are slightly longer than most of our other businesses.
When specific clients are identified as no longer sharing the same risk profile as their current pool, they are removed from the pool and evaluated separately. The credit loss rates applied to each aging category by pool are based on current collection efforts, historical collection trends, write-off experience, client credit risk, current economic data and forecasted information. The allowance for credit loss is reviewed and represents our best estimate of the amount of expected credit losses. Past due or delinquent balances are identified based upon a review of aged receivables performed by collections and operations. Past due balances are written off when it is probable the receivable will not be collected. Changes in the allowance for credit losses are recorded in selling, general and administrative (“SG&A”) expense on the Consolidated Statements of Operations and Comprehensive Income (Loss).
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Goodwill and indefinite-lived intangible assets
We evaluate goodwill and indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or 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 general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, changes in the carrying amount of net assets, a sale or disposition of a significant portion of a reporting unit, or a sustained decrease in stock price. We monitor the existence of potential impairment indicators throughout the fiscal year.
We test for goodwill impairment at the reporting unit level. We consider our reporting units to be our operating segments or one level below (the component level) based on our organizational structure. Our reporting units with remaining goodwill as of September 28, 2025 were Centerline, PeopleScout, and HSP.
When evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions, and overall company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary.
The quantitative impairment test, if necessary, involves comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds the carrying value, we conclude that no goodwill impairment has occurred. If the carrying value of the reporting unit exceeds its fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value of the goodwill. We consider a reporting unit’s fair value to be substantially in excess of its carrying value at a 20% premium or greater.
We performed our annual impairment test for goodwill as of the first day of the fiscal second quarter of 2025, which did not result in impairment of goodwill for any reporting unit. Refer to Note 6: Goodwill and Intangible Assetsfor additional details on the impairment test, valuation methodologies, and inputs used in the fair value measurements.
We have indefinite-lived intangible assets for trademarks related to businesses within our PeopleManagement and PeopleSolutions segments. We evaluate our indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred. These events or circumstances could include significant changes in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, or a sale or disposition of a significant portion of the business. We monitor the existence of potential impairment indicators throughout the fiscal year.
When evaluating indefinite-lived intangible assets for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of the indefinite-lived intangible asset is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions, and overall company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the indefinite-lived intangible asset is greater than its carrying amount, the quantitative impairment test is unnecessary.
The quantitative impairment test, if necessary, utilizes the relief from royalty method to determine the fair value of each of our trademarks. If the carrying value exceeds the fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value.
We performed our annual impairment test for indefinite-lived intangible assets as of the first day of the fiscal second quarter of 2025, which resulted in an impairment of $0.2 million to our SMX trademark. Refer to Note 6: Goodwill and Intangible Assets for additional details on the impairment test, impairment charges, valuation methodologies, and inputs used in the fair value measurements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Government assistance
As there is limited U.S. GAAP accounting guidance specific to for-profit business entities that receive government assistance, we have elected to analogize to International Financial Reporting Standards (“IFRS”), specifically International Accounting Standards (“IAS”) 20, Accounting for Government Grants and Disclosures of Government Assistance. Following IAS 20, we recognize government assistance on a systematic basis over the periods in which we recognize the related costs for which the grant is intended to compensate, but only when there is reasonable assurance we will comply with all conditions attached to the grant and there is reasonable assurance the assistance will be received. We have interpreted “reasonable assurance” to mean “probable,” as defined in loss contingencies guidance in U.S. GAAP.
During the fiscal second quarter of 2025, we determined the reasonable assurance criteria was met for certain payroll tax credits for which recognition was previously deferred. As a result, $3.2 million and $6.0 million was recognized within cost of services and SG&A expense, respectively, on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirty-nine weeks ended September 28, 2025. This also resulted in a reversal of previously accrued interest related to these benefits of $2.1 million, offset by recognition of related professional fee expenses of $0.6 million, which were recorded within interest and other income (expense), net and SG&A expense, respectively, on the Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirty-nine weeks ended September 28, 2025.
Based on the reasonable assurance criteria, we deferred recognition of certain benefits of $5.1 million and $15.7 million as of September 28, 2025 and December 29, 2024, respectively, until recognition becomes probable, which are included in accrued wages and benefits on our Consolidated Balance Sheets.
Recently adopted accounting standards
There were no new accounting standards adopted during the thirty-nine weeks ended September 28, 2025 that had a material impact on our financial statements.
Recently issued accounting standards and disclosure rules not yet adopted
Income taxes
In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures,” which requires enhancements and further transparency to certain income tax disclosures, primarily to the tax rate reconciliation and income taxes paid. This ASU is effective for fiscal years beginning after December 15, 2024 (fiscal 2025 for TrueBlue), on a prospective basis with retrospective application permitted. Implementing this guidance will lead to changes in our income tax disclosures to adhere to the new requirements; however, it is not anticipated to have a material impact on our consolidated financial statements.
Credit losses
In July 2025, the FASB issued ASU 2025-05, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets.” ASU 2025-05 provides a practical expedient for entities to assume the current conditions as of the balance sheet date do not change for the remaining life of the asset when assessing expected credit losses on current accounts receivable and contract assets arising from transactions accounted for under Topic 606. This ASU is effective for fiscal years beginning after December 15, 2025 (fiscal 2026 for TrueBlue) and interim reporting periods within those annual reporting periods. If the practical expedient is elected, it will apply prospectively. We are currently evaluating the impact of this ASU; however, it is not anticipated to have a material impact on our consolidated financial statements.
Disaggregation of income statement expenses
In November 2024, the FASB issued ASU 2024-03, “Income Statement (Subtopic 220-40): Disaggregation of Income Statement Expenses,” and in January 2025, the FASB issued ASU 2025-01, “Income Statement (Subtopic 220-40): Clarifying the Effective Date.” ASU 2024-03 requires disclosures about specific types of expenses included in the expense captions presented in the income statement as well as disclosure about selling expenses. ASU 2024-03, as clarified by ASU 2025-01, is effective for fiscal years beginning after December 15, 2026 (fiscal 2027 for TrueBlue) and interim periods beginning after December 15, 2027 (fiscal Q1 2028 for TrueBlue) on a prospective or retrospective basis. We are currently evaluating the impact of this ASU on our required disclosures.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Internal-use software
In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal-Use Software.” This ASU eliminates references to project stages and instead requires an entity to start capitalizing software costs once both of the following criteria have been met: (1) management has authorized and committed to funding the software project, and (2) it is probable that the project will be completed and the software will be used for its intended function. This ASU is effective for fiscal years beginning after December 15, 2027 (fiscal 2028 for TrueBlue) and interim reporting periods within those annual reporting periods. The guidance can be applied on a prospective basis, a modified basis for in-process projects or on a retrospective basis, and early adoption is permitted. We are currently evaluating the impact of this ASU; however, it is not anticipated to have a material impact on our consolidated financial statements.
NOTE 2: ACQUISITION
Effective January 31, 2025, we acquired all of the outstanding equity interests of HSP. HSP is a long-term staffing and permanent hiring solutions provider, primarily focused on healthcare positions in the U.S. This acquisition allows us to expand revenue in the healthcare end-market while also diversifying our business.
Under the terms of the share purchase agreement, the base purchase price of $42.0 million was adjusted for estimated unpaid pre-close liabilities of the selling shareholders, cash acquired, and estimated excess working capital. The purchase price allocated to acquired assets and liabilities was cash consideration of $35.2 million. The purchase price is subject to further adjustment based on HSP’s final pre-close liabilities and working capital amounts. As part of the share purchase agreement, certain HSP employees can earn up to an additional $14.0 million based on the financial performance of the business over the next two years, which we have concluded should be treated as compensation expense. Any amounts probable of being paid out under the agreement are expensed over the required service period. We incurred acquisition-related costs of $0.8 million for the thirty-nine weeks ended September 28, 2025, which are included in SG&A expense on the Consolidated Statements of Operations and Comprehensive Income (Loss).
The following table reflects our preliminary allocation of the purchase price to our best estimate of the fair value of assets acquired and liabilities assumed using information available as of the acquisition date. Immaterial measurement period adjustments made to the fair value of assets acquired and liabilities assumed during the fiscal third quarter of 2025 have been reflected in the table below. Our preliminary purchase price allocation may be adjusted further as more information becomes available about facts and circumstances that existed as of the acquisition date, primarily related to the settlement of assets and liabilities acquired.
| (in thousands) | Purchase price allocation |
|---|---|
| Purchase price allocated as follows: | |
| Cash and cash equivalents | $5,042 |
| Accounts receivable | 13,877 |
| Prepaid expenses, deposits and other current assets | 216 |
| Operating lease right-of-use assets | 97 |
| Intangible assets | 14,950 |
| Total assets acquired | 34,182 |
| Accounts payable and other accrued expenses | 2,245 |
| Accrued wages and benefits | 10,369 |
| Income tax payable | 3,556 |
| Operating lease liabilities | 97 |
| Total liabilities assumed | 16,267 |
| Net identifiable assets acquired | 17,915 |
| Goodwill (1) | 17,308 |
| Total cash consideration transferred | $35,223 |
(1) Goodwill represents the expected synergies with our existing businesses, the acquired assembled workforce, potential new clients and future cash flows after the acquisition of HSP, and is deductible for income tax purposes.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Intangible assets include identifiable intangible assets for customer relationships and trade names/trademarks. We estimated the preliminary fair value of the acquired identifiable intangible assets, which are subject to straight line amortization, using an income approach. These fair value measurements were based on Level 3 inputs under the fair value hierarchy.
The following table sets forth the components of identifiable intangible assets acquired, including immaterial measurement period adjustments, as of January 31, 2025:
| (in thousands, except percentages and estimated useful lives, in years) | Estimated fair value | Estimated useful life in years | Valuation method | Discount rate |
|---|---|---|---|---|
| Customer relationships | $14,300 | 6 | Multi-period excess earnings | 17.0% |
| Trade names/trademarks | 650 | 7 | Relief from royalty | 17.0% |
| Total acquired identifiable intangible assets | $14,950 | |||
The acquired assets and assumed liabilities of HSP are included on our Consolidated Balance Sheets as of September 28, 2025, and the results of its operations are reported on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the period from February 1, 2025 to September 28, 2025. The amount of revenue and income from operations for HSP included on our Consolidated Statements of Operations and Comprehensive Income (Loss) was $41.9 million and $1.1 million for the thirty-nine weeks ended September 28, 2025, respectively. Income from operations includes $1.7 million of amortization expense related to acquired intangibles. HSP results have been combined with our historical PeopleScout segment, which was renamed PeopleSolutions in fiscal 2025. We concluded the acquisition of HSP was not material to our consolidated results of operations and, as such, pro forma financial information was not required.
NOTE 3: FAIR VALUE MEASUREMENT
Assets measured at fair value on a recurring basis
Our assets measured at fair value on a recurring basis consisted of the following:
| September 28, 2025 | ||||
|---|---|---|---|---|
| (in thousands) | Total fair value | Quoted prices in active markets for identical assets (level 1) | Significant other observable inputs (level 2) | Significant unobservable inputs (level 3) |
| Cash and cash equivalents | $19,893 | $19,893 | $— | $— |
| Restricted cash and cash equivalents | 30,896 | 30,896 | — | — |
| Cash, cash equivalents and restricted cash and cash equivalents (1) | $50,789 | $50,789 | $— | $— |
| Municipal debt securities | $7,891 | $— | $7,891 | $— |
| Corporate debt securities | 55,645 | — | 55,645 | — |
| Agency mortgage-backed securities | 5,124 | — | 5,124 | — |
| U.S. government and agency securities | 4,960 | — | 4,960 | — |
| Restricted investments classified as held-to-maturity (2) | $73,620 | $— | $73,620 | $— |
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
| December 29, 2024 | ||||
|---|---|---|---|---|
| (in thousands) | Total fair value | Quoted prices in active markets for identical assets (level 1) | Significant other observable inputs (level 2) | Significant unobservable inputs (level 3) |
| Cash and cash equivalents | $22,536 | $22,536 | $— | $— |
| Restricted cash and cash equivalents | 38,564 | 38,564 | — | — |
| Cash, cash equivalents and restricted cash and cash equivalents (1) | $61,100 | $61,100 | $— | $— |
| Municipal debt securities | $22,355 | $— | $22,355 | $— |
| Corporate debt securities | 63,512 | — | 63,512 | — |
| Agency mortgage-backed securities | 11,754 | — | 11,754 | — |
| U.S. government and agency securities | 971 | — | 971 | — |
| Restricted investments classified as held-to-maturity (2) | $98,592 | $— | $98,592 | $— |
(1)Cash, cash equivalents and restricted cash and cash equivalents include money market funds, deposits and investments with original maturities of three months or less.
(2)Refer to Note 4: Restricted Cash, Cash Equivalents and Investments for additional details on our held-to-maturity debt securities.
Assets measured at fair value on a nonrecurring basis
In addition to assets that are recorded at fair value on a recurring basis, impairment tests may subject our reporting units with goodwill and other intangible assets to nonrecurring fair value measurement. We performed our annual impairment test for goodwill and indefinite-lived intangible assets as of the first day of fiscal second quarter of 2025. Refer to Note 6: Goodwill and Intangible Assets for additional details on the impairment charges, valuation methodologies, and inputs used in the fair value measurements.
For our annual goodwill impairment test as of the first day of fiscal second quarter of 2025, the fair value of each reporting unit was estimated using an equal weighting of the income and market approaches. The various inputs to these fair value models are considered Level 3. As a result of the test, all of our reporting units with remaining goodwill had a fair value in excess of their respective carrying value.
For our annual indefinite-lived intangible asset impairment test as of the first day of fiscal second quarter of 2025, the fair value of our trademarks were estimated using the relief from royalty method. The various inputs to this fair value model are considered Level 3. As a result of the test, our SMX trademark with a carrying value of $2.7 million was written down to its fair value, and an impairment charge of $0.2 million was recognized on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirty-nine weeks ended September 28, 2025.
NOTE 4: RESTRICTED CASH, CASH EQUIVALENTS AND INVESTMENTS
The following is a summary of the carrying value of our restricted cash, cash equivalents and investments:
| (in thousands) | September 28,2025 | December 29,2024 |
|---|---|---|
| Cash collateral held by insurance carriers | $7,653 | $22,387 |
| Cash and cash equivalents held in Trust | 22,805 | 15,406 |
| Investments held in Trust | 73,331 | 99,506 |
| Company-owned life insurance policies | 45,464 | 41,846 |
| Other restricted cash and cash equivalents | 438 | 771 |
| Total restricted cash, cash equivalents and investments | $149,691 | $179,916 |
Held-to-maturity
Restricted cash, cash equivalents and investments include collateral that has been provided or pledged to insurance carriers for workers’ compensation and state workers’ compensation programs. Our insurance carriers and certain state workers’ compensation programs require us to collateralize a portion of our workers’ compensation obligation. The collateral typically takes the form of cash and cash equivalents and highly rated investment grade securities, primarily in debt and asset-backed securities. The majority of our collateral obligations are held in a trust at the Bank of New York Mellon (“Trust”).
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
The amortized cost and estimated fair value of each of our held-to-maturity investments held in Trust, aggregated by investment category as of September 28, 2025 and December 29, 2024, were as follows:
| September 28, 2025 | ||||
|---|---|---|---|---|
| (in thousands) | Amortized cost | Gross unrealized gains | Gross unrealized losses | Fair value |
| Municipal debt securities | $7,891 | $4 | $(4) | $7,891 |
| Corporate debt securities | 55,405 | 499 | (259) | 55,645 |
| Agency mortgage-backed securities | 5,064 | 60 | — | 5,124 |
| U.S. government and agency securities | 4,971 | 1 | (12) | 4,960 |
| Total held-to-maturity investments | $73,331 | $564 | $(275) | $73,620 |
| December 29, 2024 | ||||
|---|---|---|---|---|
| (in thousands) | Amortized cost | Gross unrealized gains | Gross unrealized losses | Fair value |
| Municipal debt securities | $22,490 | $— | $(135) | $22,355 |
| Corporate debt securities | 64,313 | 144 | (945) | 63,512 |
| Agency mortgage-backed securities | 11,703 | 68 | (17) | 11,754 |
| U.S. government and agency securities | 1,000 | — | (29) | 971 |
| Total held-to-maturity investments | $99,506 | $212 | $(1,126) | $98,592 |
The amortized cost and fair value by contractual maturity of our held-to-maturity investments are as follows:
| September 28, 2025 | ||
|---|---|---|
| (in thousands) | Amortized cost | Fair value |
| Due in one year or less | $40,590 | $40,456 |
| Due after one year through five years | 32,741 | 33,164 |
| Total held-to-maturity investments | $73,331 | $73,620 |
Actual maturities may differ from contractual maturities because the issuers of certain debt securities have the right to call or prepay their obligations without penalty. We have no significant concentrations of counterparties in our held-to-maturity investment portfolio.
Company-owned life insurance policies
We hold company-owned life insurance policies to support our deferred compensation liability. Unrealized gains and losses related to investments still held at September 28, 2025 and September 29, 2024, which are included in SG&A expense on our Consolidated Statements of Operations and Comprehensive Income (Loss), were as follows:
| Thirteen weeks ended | Thirty-nine weeks ended | |||
|---|---|---|---|---|
| (in thousands) | September 28,2025 | September 29,2024 | September 28,2025 | September 29,2024 |
| Unrealized gains, net | $2,176 | $2,099 | $3,617 | $4,821 |
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 5: SUPPLEMENTAL BALANCE SHEET INFORMATION
Accounts receivable allowance for credit losses
The activity related to the accounts receivable allowance for credit losses was as follows:
| Thirty-nine weeks ended | ||
|---|---|---|
| (in thousands) | September 28,2025 | September 29,2024 |
| Beginning balance | $1,009 | $2,005 |
| Current period provision | 1,119 | 1,577 |
| Write-offs | (1,055) | (2,073) |
| Foreign currency translation | — | (1) |
| Ending balance | $1,073 | $1,508 |
Prepaid expenses and other current assets
The balance of prepaid expenses and other current assets was made up of the following:
| (in thousands) | September 28,2025 | December 29,2024 |
|---|---|---|
| Prepaid software agreements | $8,746 | $8,501 |
| Other prepaid expenses | 9,848 | 6,329 |
| Assets held-for-sale | 11,759 | 11,759 |
| Other current assets | 9,842 | 5,197 |
| Prepaid expenses and other current assets | $40,195 | $31,786 |
Assets held-for-sale
As of September 28, 2025 and December 29, 2024, all criteria for classifying our Tacoma headquarters office building as held-for-sale were met. Completion of the sale of the building is expected within a year from September 28, 2025. The estimated fair value of the disposal group, less costs to sell, continues to exceed its carrying value of $11.8 million, and therefore no impairment charge was recorded during the thirty-nine weeks ended September 28, 2025.
Other current liabilities
The balance of other current liabilities was made up of the following:
| (in thousands) | September 28,2025 | December 29,2024 |
|---|---|---|
| Contingent legal liabilities | $6,303 | $3,298 |
| Other current liabilities | 3,282 | 3,677 |
| Other current liabilities | $9,585 | $6,975 |
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 6: GOODWILL AND INTANGIBLE ASSETS
The following table reflects changes in the carrying amount of goodwill during the period by reportable segment:
| (in thousands) | PeopleReady | PeopleManagement | PeopleSolutions | Total company |
|---|---|---|---|---|
| Balance at · December 29, 2024 | ||||
| Goodwill before impairment | $105,284 | $81,092 | $141,694 | $328,070 |
| Accumulated impairment charge | (105,284) | (79,601) | (118,642) | (303,527) |
| Goodwill | — | 1,491 | 23,052 | 24,543 |
| Acquired goodwill (1) | — | — | 17,308 | 17,308 |
| Foreign currency translation | — | — | 440 | 440 |
| Balance at | September 28, 2025 | |||
| Goodwill before impairment | 105,284 | 81,092 | 159,442 | 345,818 |
| Accumulated impairment charge | (105,284) | (79,601) | (118,642) | (303,527) |
| Goodwill | $— | $1,491 | $40,800 | $42,291 |
(1)Effective January 31, 2025, the company acquired HSP. The goodwill associated with the acquisition has been assigned to the HSP reporting unit, and included within the PeopleSolutions reportable segment (previously known as PeopleScout) based on our preliminary purchase price allocation. Refer to Note 2: Acquisition for additional details.
Effective March 31, 2025 (the first day of our fiscal second quarter of 2025), we combined our PeopleScout RPO and PeopleScout MSP reporting units into one reporting unit, PeopleScout. This change coincided with the elimination of PeopleScout MSP as an operating segment within the PeopleSolutions reportable segment (refer to Note 13: Segment Information for additional details). Immediately before the combination, we tested the PeopleScout RPO reporting unit, with a remaining goodwill balance of $22.4 million, and the PeopleScout MSP reporting unit, with a remaining goodwill balance of $0.8 million, for impairment. The PeopleScout RPO reporting unit’s fair value was substantially in excess of its carrying value, and the PeopleScout MSP reporting unit’s fair value approximated its carrying value. After combining the reporting units, the fair value of the PeopleScout reporting unit was substantially in excess of its carrying value. As a result, no impairment charge was recognized.
We performed our annual impairment test as of the first day of our fiscal second quarter of 2025, for our reporting units with remaining goodwill: Centerline, PeopleScout and HSP. The fair value of each reporting unit was estimated using a weighting of the income and market valuation approaches. The income approach applied a fair value methodology to each reporting unit based on discounted cash flows. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internally-developed forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital, which is risk-adjusted to reflect the specific risk profile of the reporting unit being tested. The weighted average cost of capital used in our most recent impairment test ranged from 14.5% to 16.5%. We also applied a market approach, which develops a value correlation based on the market capitalization of similar publicly traded companies, referred to as a multiple, to apply to the operating results of the reporting units. The primary market multiples to which we compare are revenue and earnings before interest, taxes, depreciation, and amortization. The income and market approaches were equally weighted in our most recent annual impairment test.
The combined fair values for all reporting units were then reconciled to our aggregate market value of our shares of common stock on the date of valuation, while considering a reasonable control premium. We consider a reporting unit’s fair value to be substantially in excess of its carrying value at a 20% premium or greater. Based on our annual impairment test, all of our reporting units’ fair values were substantially in excess of their respective carrying values, except for HSP, for which the estimated fair value was in excess of its carrying value by approximately 5%. This level of headroom is expected, due to the short amount of time that has passed between the acquisition date, when the carrying value of the reporting unit approximated its fair value, and our annual impairment test as of the first day of our fiscal second quarter of 2025. The goodwill balance for HSP as of September 28, 2025 was $17.3 million. Any significant adverse change in our near- or long-term projections or macroeconomic conditions could result in future impairment charges. We will continue to closely monitor the operational performance of this reporting unit.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Additionally, following performance of the annual impairment test we did not identify any events or conditions that make it more likely than not that an impairment may have occurred. Accordingly, no impairment charge was recognized during the thirteen or thirty-nine weeks ended September 28, 2025.
Intangible assets
Finite-lived intangible assets
The following table presents our purchased finite-lived intangible assets:
| September 28, 2025 | December 29, 2024 | |||||
|---|---|---|---|---|---|---|
| (in thousands) | Gross carrying amount | Accumulatedamortization | Netcarryingamount | Gross carrying amount | Accumulatedamortization | Netcarryingamount |
| Finite-lived intangible assets (1): | ||||||
| Customer relationships | $14,300 | $(1,589) | $12,711 | $2,637 | $(2,448) | $189 |
| Trade names/trademarks | 2,386 | (961) | 1,425 | 1,632 | (758) | 874 |
| Total finite-lived intangible assets | $16,686 | $(2,550) | $14,136 | $4,269 | $(3,206) | $1,063 |
(1)Excludes assets that are fully amortized.
The gross carrying amounts as of September 28, 2025 include preliminary fair valuation of customer relationships and trade names/trademarks of $14.3 million and $0.7 million, respectively, related to the acquisition of HSP. Refer to Note 2: Acquisition for additional details.
Amortization expense of our finite-lived intangible assets was $1.9 million and $3.6 million for the thirty-nine weeks ended September 28, 2025 and September 29, 2024, respectively.
We did not identify any events or conditions that make it more likely than not an impairment of our finite-lived intangible assets may have occurred during the thirteen or thirty-nine weeks ended September 28, 2025.
We held indefinite-lived trademarks of $4.6 million and $4.8 million as of September 28, 2025 and December 29, 2024, respectively, related to brands within our PeopleManagement and PeopleSolutions segments.
As a result of our annual impairment test as of the first day of our fiscal second quarter of 2025, we concluded that the carrying amount of a trademark related to the PeopleManagement segment exceeded its estimated fair value and we recorded a non-cash impairment charge of $0.2 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirty-nine weeks ended September 28, 2025. The charge was primarily driven by an increase in the discount rate of 1.0% since our last impairment test. The remaining balance for this trademark was $2.5 million as of September 28, 2025. As of our annual impairment test, the fair value of the trademark related to the PeopleSolutions segment was in excess of its carrying amount of $2.1 million, and therefore did not result in an impairment.
Additionally, following performance of the annual impairment test, we did not identify any additional events or conditions that make it more likely than not an additional impairment may have occurred. Accordingly, no further impairment charge was recognized during the thirteen or thirty-nine weeks ended September 28, 2025.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 7: WORKERS' COMPENSATION INSURANCE AND RESERVES
We provide workers’ compensation insurance for our associates and permanent employees. The majority of our current workers’ compensation insurance policies cover claims for a particular event above our $5.0 million deductible limit, on a “per occurrence” basis. This results in our business being substantially self-insured.
Our workers’ compensation reserve for claims below the deductible limit is discounted to its estimated net present value. The discount rates used to estimate net present value are based on average returns of “risk-free” U.S. Treasury instruments available during the year in which the liability was incurred and the weighted average duration of the payments against the self-insured claims. Payments made against self-insured claims are made over a weighted average period of approximately 3.5 years as of September 28, 2025. The weighted average discount rate was 3.1% and 2.7% at September 28, 2025 and December 29, 2024, respectively.
The following table presents a reconciliation of the undiscounted workers’ compensation reserve to the discounted workers’ compensation reserve for the periods presented:
| (in thousands) | September 28,2025 | December 29,2024 |
|---|---|---|
| Undiscounted workers’ compensation reserve (1) | $113,120 | $152,803 |
| Less discount on workers’ compensation reserve | 10,225 | 13,011 |
| Workers’ compensation reserve, net of discount | 102,895 | 139,792 |
| Less current portion | 27,805 | 34,729 |
| Long-term portion | $75,090 | $105,063 |
(1)Amounts shown are net of discount related to claims above our self-insured limits (“excess claims”).
Payments made against self-insured claims were $34.4 million and $31.1 million for the thirty-nine weeks ended September 28, 2025 and September 29, 2024, respectively.
Our workers’ compensation reserve includes estimated expenses related to claims above our self-insured limits (“excess claims”), and we record a corresponding receivable for the insurance coverage on excess claims based on the contractual policy agreements we have with insurance carriers. We discount this reserve and corresponding receivable to its estimated net present value using the discount rates based on average returns of “risk-free” U.S. Treasury instruments available during the year in which the liability was incurred and the weighted average duration of the payments against the excess claims. The discounted workers’ compensation reserve for excess claims was $27.0 million and $38.6 million as of September 28, 2025 and December 29, 2024, respectively. The discounted receivables from insurance companies, net of valuation allowance, were $27.0 million and $38.3 million as of September 28, 2025 and December 29, 2024, respectively.
Workers’ compensation cost consists primarily of changes in self-insurance reserves net of changes in discount, monopolistic jurisdictions’ premiums, insurance premiums and other miscellaneous expenses. Workers’ compensation cost of $7.8 million and $1.6 million was recorded in cost of services on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended September 28, 2025 and September 29, 2024, respectively, and $14.3 million and $11.7 million for the thirty-nine weeks ended September 28, 2025 and September 29, 2024, respectively.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 8: LONG-TERM DEBT
We have a revolving credit agreement with Bank of America, N.A., PNC Bank, N.A., HSBC Bank USA, N.A., Wells Fargo Bank, N.A., and Key Bank, N.A. dated as of February 9, 2024 (the “Revolving Credit Facility”). The Revolving Credit Facility provides for a revolving line of credit of up to $255.0 million, and matures on February 9, 2029. We have an option to increase the amount to $405.0 million, subject to lender approval. Included in the Revolving Credit Facility is a $25.0 million sub-limit for “Swingline” loans and a $25.0 million sub-limit for letters of credit. On June 27, 2025, we entered into the first amendment to our credit agreement (“First Amendment”), which modified the definition of “Consolidated EBITDA” in our financial covenants to exclude certain workforce reduction and lease exit costs for a limited period, as well as certain other provisions of the Revolving Credit Facility.
As of September 28, 2025, $68.2 million was drawn on the Revolving Credit Facility, which included $55.0 million of one-month Term Secured Overnight Financing Rate (“SOFR”) Loans and $13.2 million of Swingline loans, while $7.8 million was utilized by outstanding standby letters of credit, leaving $179.0 million unused under the Revolving Credit Facility. We are constrained by our most restrictive covenant, making $75.2 million available for additional borrowing. As of December 29, 2024, $7.6 million was drawn on the Revolving Credit Facility as a Swingline loan and $2.7 million was utilized by outstanding standby letters of credit.
Under the terms of the Revolving Credit Facility, we have the option to borrow funds under the revolving line of credit as a Term SOFR Loan, for a one-, three- or six-month term, or as a Base Rate Loan, as defined in the Revolving Credit Facility. Under a Term SOFR Loan, we are required to pay a variable rate of interest on funds borrowed based on the Term SOFR Screen Rate two days prior for the equivalent term, plus an adjustment of 0.10%, plus an applicable spread between 1.75% and 3.50%. Under a Base Rate Loan we are required to pay a variable rate of interest on funds borrowed based on a base rate plus an applicable spread between 0.75% and 2.50%. The base rate is the greater of the one-month Term SOFR Screen Rate two days prior plus 1.00%, the prime rate (as announced by Bank of America), or the federal funds rate plus 0.50%. The applicable spread is determined by the consolidated leverage ratio, as defined in the Revolving Credit Facility. As of September 28, 2025, the outstanding balance under Term SOFR loans carried an applicable spread on the base rate of 3.00% and a weighted average base rate of 4.33%, resulting in a weighted average interest rate of 7.33%. The Term SOFR loans were primarily used to fund the acquisition of HSP and to support working capital requirements as revenue increased.
Under a Swingline loan, we are required to pay a variable rate of interest on funds borrowed based on the base rate plus applicable spread between 0.75% and 2.50%, as described above. As of September 28, 2025, the applicable spread on the base rate was 2.00% and the base rate was 7.25%, resulting in an interest rate of 9.25%.
A commitment fee between 0.35% and 0.50% is applied against the Revolving Credit Facility’s unused borrowing capacity, with the specific rate determined by the consolidated leverage ratio, as defined in the Revolving Credit Facility. Letters of credit are priced at a margin between 1.50% and 3.25%, with the specific rate determined by the consolidated leverage ratio, plus a fronting fee of 0.25%.
Obligations under the Revolving Credit Facility are guaranteed by TrueBlue and material U.S. domestic subsidiaries, and are secured by substantially all of the assets of TrueBlue and material U.S. domestic subsidiaries. The Revolving Credit Facility contains customary representations and warranties, events of default, and affirmative and negative covenants, including, among others, financial covenants.
The following financial covenants, as defined in the First Amendment of our Revolving Credit Facility, were in effect as of September 28, 2025:
Consolidated fixed charge coverage ratio greater than 1.25, defined as the ratio of (a) trailing twelve months Consolidated EBITDA, adjusted for certain cash inflows and outflows to (b) cash interest expense. As of September 28, 2025, our consolidated fixed charge coverage ratio was 5.33.
Asset coverage ratio of greater than 1.00, defined as the ratio of (a)60% of accounts receivable to (b) total debt outstanding less unrestricted cash in excess of $50.0 million, subject to certain minimums. Under this covenant we are limited to $25.0 million in aggregate share repurchases in any twelve-month period. As of September 28, 2025, our asset coverage ratio was 1.99.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
The following financial covenant, as defined in the Revolving Credit Facility, will replace the asset coverage ratio beginning the fiscal first quarter of 2026, or earlier at our discretion, subject to the terms of the agreement:
Consolidated leverage ratio less than 3.00, defined as our funded indebtedness divided by trailing twelve months Consolidated EBITDA, as defined in the Revolving Credit Facility.
As of September 28, 2025, we were in compliance with all effective covenants related to the Revolving Credit Facility.
NOTE 9: COMMITMENTS AND CONTINGENCIES
Workers’ compensation commitments
We have provided our insurance carriers and certain states with commitments in the form and amounts listed below:
| (in thousands) | September 28,2025 | December 29,2024 |
|---|---|---|
| Cash collateral held by workers’ compensation insurance carriers | $3,349 | $18,082 |
| Cash and cash equivalents held in Trust | 22,805 | 15,406 |
| Investments held in Trust | 73,331 | 99,506 |
| Letters of credit (1) | 2,585 | 2,605 |
| Surety bonds (2) | 21,116 | 19,831 |
| Total collateral commitments | $123,186 | $155,430 |
(1)We have agreements with certain financial institutions to issue letters of credit as collateral.
(2)Our surety bonds are issued by independent insurance companies on our behalf and bear annual fees based on a percentage of the bond, which are determined by each independent surety carrier. These fees do not exceed 2.0% of the bond amount, subject to a minimum charge. The terms of these bonds are subject to review and renewal everyone tofour years and most bonds can be canceled by the sureties with as little as 60 days’ notice.
Legal contingencies and developments
We are involved in various proceedings arising in the normal course of conducting business. We believe the liabilities included in our financial statements reflect the probable loss that can be reasonably estimated and are immaterial. We also believe that the aggregate range of reasonably possible losses for the Company's exposure in excess of the amount accrued is expected to be immaterial to the Company. It remains possible that despite our current belief, material differences in actual outcomes or changes in management's evaluation or predictions could arise that could have a material effect on the Company's financial condition, results of operations or cash flows.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 10: SHAREHOLDERS' EQUITY
Changes in the balance of each component of shareholders’ equity during the reporting periods were as follows:
| Thirteen weeks ended | Thirty-nine weeks ended | |||
|---|---|---|---|---|
| (in thousands) | September 28,2025 | September 29,2024 | September 28,2025 | September 29,2024 |
| Common stock shares | ||||
| Beginning balance | 29,892 | 29,959 | 29,588 | 31,246 |
| Purchases and retirement of common stock | — | (478) | — | (1,967) |
| Net issuance under equity plans, including tax benefits | 33 | 17 | 337 | 219 |
| Ending balance | 29,925 | 29,498 | 29,925 | 29,498 |
| Common stock amount | ||||
| Beginning balance | $1 | $1 | $1 | $1 |
| Current period activity | — | — | — | — |
| Ending balance | 1 | 1 | 1 | 1 |
| Retained earnings | ||||
| Beginning balance | 326,778 | 358,312 | 337,551 | 478,584 |
| Net income (loss) | (1,916) | (7,635) | (16,424) | (114,043) |
| Purchases and retirement of common stock (1) | — | (4,315) | — | (21,301) |
| Net issuance under equity plans, including tax benefits | 75 | 69 | (611) | (1,653) |
| Stock-based compensation | 1,208 | 832 | 5,629 | 5,676 |
| Ending balance | 326,145 | 347,263 | 326,145 | 347,263 |
| Accumulated other comprehensive income (loss) | ||||
| Beginning balance, net of tax | (21,587) | (20,549) | (22,193) | (20,712) |
| Foreign currency translation adjustment before reclassification | (220) | 437 | 386 | 1,573 |
| Reclassified from accumulated other comprehensive income (loss) (2) | — | — | — | (973) |
| Foreign currency translation adjustment | (220) | 437 | 386 | 600 |
| Ending balance, net of tax | (21,807) | (20,112) | (21,807) | (20,112) |
| Total shareholders’ equity ending balance | $304,339 | $327,152 | $304,339 | $327,152 |
(1)Under applicable Washington State law, shares purchased are not displayed separately as treasury stock on our Consolidated Balance Sheets and are treated as authorized but unissued shares. It is our accounting policy to first record these purchases and the related excise tax as a reduction to our common stock account. Once the common stock account has been reduced to a nominal balance, remaining purchases are recorded as a reduction to our retained earnings. Furthermore, activity in our common stock account related to stock-based compensation is also recorded to retained earnings until such time as the reduction to retained earnings due to stock repurchases has been recovered.
(2)Foreign currency translation adjustments related to Labour Ready Temporary Services, Ltd. (“PeopleReady Canada”) that were recognized through net income (loss) upon the divestiture of the business during the thirty-nine weeks ended September 29, 2024.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Shareholder Rights Agreement
On May 14, 2025, our Board of Directors (“Board”) adopted a limited duration shareholder rights agreement (the “Rights Agreement”). Pursuant to the Rights Agreement, TrueBlue issued, by means of a dividend, one preferred share purchase right (a “Right”) for each outstanding share of TrueBlue common stock to shareholders of record on May 28, 2025. Initially, these Rights are not exercisable and will trade with, and be represented by, the shares of TrueBlue common stock. If exercisable, each Right will entitle the registered holder to purchase from the Company one one-hundredth of a share of Series A Junior Participating Preferred Stock (the “Series A Preferred”) of the Company at a price of $30 per one one-hundredth of a share of Series A Preferred, subject to certain anti-dilution adjustments.
The Rights are not exercisable until the earlier of (a)ten days after a public announcement that a person or group has acquired, or obtained the right to acquire, beneficial ownership of 15% (or 20% in the case of a passive institutional investor) or more of TrueBlue common stock (including certain synthetic equity positions created by derivative securities, which are treated as beneficial ownership of the number of shares of TrueBlue common stock equivalent to the economic exposure created by the synthetic equity position, subject to certain specified conditions) (an “Acquiring Person”) or (b)ten business days (or a later date determined by our Board) after a person or group begins a tender or an exchange offer that, if completed, would result in that person or group becoming an Acquiring Person.
The Rights Agreement will expire on May 13, 2026, unless prior to such date shareholder approval has been obtained to extend the term of the Rights Agreement, or the Rights are earlier redeemed, exchanged or terminated by the Company, as provided in the Rights Agreement.
The Rights Agreement is intended to reduce the likelihood that any entity, person or group is able to gain control of TrueBlue through open market accumulation without paying all shareholders an appropriate control premium or providing the Board with sufficient opportunity to make informed judgments and take actions that are in the best interests of all shareholders. The Rights Agreement is not intended to interfere with any merger or other business combinations approved by the Board.
NOTE 11: INCOME TAXES
Our income tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for any discrete items that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate and, if our estimated tax rate changes, we make a cumulative adjustment. Our quarterly tax provision and quarterly estimate of our annual effective tax rate are subject to variation due to several factors, including variability in accurately predicting our full year pre-tax income or loss by jurisdiction, tax credits, government audit developments, changes in laws, regulations and administrative practices, valuation allowances recorded on deferred tax assets, and relative changes in 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 or loss. 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 or loss is lower.
We recognize deferred tax assets to the extent we believe it is more likely than not the asset will be realized. Quarterly, management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit the use of existing deferred tax assets, including future reversals of existing taxable temporary differences, projected taxable income, tax-planning strategies, carryback potential if permitted, and the results of recent operations. A significant piece of objective negative evidence is the existence of a three-year cumulative loss. Such objective negative evidence limits the ability of management to consider other subjective evidence, such as projected taxable income. When appropriate, we record a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized.
During the thirty-nine weeks ended September 28, 2025, we performed our deferred tax asset realizability assessments and, as a result, we maintained a valuation allowance against our U.S. federal, state and certain foreign deferred tax assets. Our conclusion was driven by U.S. and foreign pre-tax losses beginning in 2023 and continuing into 2025, combined with the non-cash goodwill impairment charge of $59.1 million recorded during fiscal 2024.
Our effective income tax rate for the thirty-nine weeks ended September 28, 2025 was (8.2)%. The difference between the statutory federal income tax rate of 21.0% and our effective tax rate was primarily due to the valuation allowance against our U.S. federal, state and certain foreign deferred tax assets.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. We have completed our evaluation of the impact of the OBBBA on our financial statements and, due to the valuation allowance against our U.S. federal and state deferred tax assets, the impact was not material.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 12: NET INCOME (LOSS) PER SHARE
Diluted common shares were calculated as follows:
| Thirteen weeks ended | Thirty-nine weeks ended | |||
|---|---|---|---|---|
| (in thousands, except per share data) | September 28,2025 | September 29,2024 | September 28,2025 | September 29,2024 |
| Net income (loss) | $(1,916) | $(7,635) | $(16,424) | $(114,043) |
| Weighted average number of common shares used in basic net income (loss) per common share | 29,896 | 29,704 | 29,817 | 30,384 |
| Dilutive effect of non-vested stock-based awards | — | — | — | — |
| Weighted average number of common shares used in diluted net income (loss) per common share | 29,896 | 29,704 | 29,817 | 30,384 |
| Net income (loss) per common share: | ||||
| Basic | $(0.06) | $(0.26) | $(0.55) | $(3.75) |
| Diluted | $(0.06) | $(0.26) | $(0.55) | $(3.75) |
| Anti-dilutive shares | 1,889 | 1,464 | 1,780 | 1,422 |
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
NOTE 13: SEGMENT INFORMATION
Our operating segments and reportable segments are described below:
Our PeopleReady reportable segment provides blue-collar, contingent staffing through the PeopleReady operating segment. PeopleReady provides on-demand and skilled labor in a broad range of industries that include construction, transportation, manufacturing, retail, hospitality and energy.
Our PeopleManagement reportable segment provides contingent labor and outsourced industrial workforce solutions, primarily on-site at the client’s facility, through the following operating segments, which we have aggregated intoone reportable segment in accordance with U.S. GAAP:
OnSite: On-site management and recruitment for the contingent industrial workforce of manufacturing, warehousing and distribution facilities; and
Centerline: Recruitment and management of contingent and dedicated commercial drivers to the transportation and distribution industries.
Our PeopleSolutions reportable segment provides professional and specialized talent acquisition solutions, as well as workforce management and compliance services.
During the fiscal first quarter of 2025, as a result of the HSP acquisition, we renamed our historical ‘PeopleScout’ reportable segment to ‘PeopleSolutions’. During the fiscal second quarter of 2025, we eliminated PeopleScout MSP as an operating segment for segment reporting purposes, as our chief operating decision-maker (“CODM”) no longer regularly reviews the operating results of PeopleScout MSP, consistent with our strategy to simplify our operational structure.
We evaluate performance based on segment revenue and segment profit (loss). Segment revenue is net of intercompany eliminations. 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 asset impairment charges, depreciation and amortization expense, unallocated corporate general and administrative expense, interest and other income (expense), income taxes, and other costs and benefits not considered to be ongoing.
The following tables present our revenue from services by segment, with a reconciliation to total company revenue. The tables also present significant segment expense categories regularly provided to the CODM and included in the calculation of segment profit (loss). Cost of services and SG&A expense for the individual segments, as presented in the tables below, exclude certain costs and benefits that are also excluded from the calculation of segment profit (loss). Lastly, the tables include a reconciliation of segment profit (loss) to income (loss) before tax expense.
| Thirteen weeks ended | |||||
|---|---|---|---|---|---|
| September 28, 2025 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total company | |||||
| Revenue from services | $251,436 | $132,863 | $46,967 | $431,266 | |
| Cost of services | 190,397 | 112,007 | 29,782 | ||
| Selling, general and administrative expense | 52,940 | 16,304 | 13,000 | ||
| Segment profit | $8,099 | $4,552 | $4,185 | $16,836 | |
| Corporate unallocated | (6,194) | ||||
| Third-party processing fees for hiring tax credits | (60) | ||||
| Amortization of software as a service assets | (1,063) | ||||
| Acquisition/integration costs | (42) | ||||
| Workforce reduction costs | (527) | ||||
| Other costs, net | (1,751) | ||||
| Depreciation and amortization (inclusive of depreciation included in cost of services) | (7,345) | ||||
| Income (loss) from operations | (146) | ||||
| Interest and other income (expense), net | (1,059) | ||||
| Income (loss) before tax expense | $(1,205) | ||||
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
| Thirteen weeks ended | |||||
|---|---|---|---|---|---|
| September 29, 2024 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total company | |||||
| Revenue from services | $214,792 | $130,852 | $36,713 | $382,357 | |
| Cost of services | 150,877 | 109,906 | 21,329 | ||
| Selling, general and administrative expense | 60,872 | 17,668 | 12,842 | ||
| Segment profit | $3,043 | $3,278 | $2,542 | $8,863 | |
| Corporate unallocated | (4,184) | ||||
| Third-party processing fees for hiring tax credits | 30 | ||||
| Amortization of software as a service assets | (1,615) | ||||
| PeopleReady technology upgrade costs | (65) | ||||
| Workforce reduction costs | (2,809) | ||||
| Other costs, net | (156) | ||||
| Depreciation and amortization | (6,967) | ||||
| Income (loss) from operations | (6,903) | ||||
| Interest and other income (expense), net | 521 | ||||
| Income (loss) before tax expense | $(6,382) | ||||
| Thirty-nine weeks ended | |||||
|---|---|---|---|---|---|
| September 28, 2025 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total company | |||||
| Revenue from services | $653,967 | $402,290 | $141,562 | $1,197,819 | |
| Cost of services | 485,187 | 340,375 | 94,268 | ||
| Selling, general and administrative expense | 162,125 | 50,368 | 38,623 | ||
| Segment profit | $6,655 | $11,547 | $8,671 | $26,873 | |
| Corporate unallocated | (17,508) | ||||
| Third-party processing fees for hiring tax credits | (90) | ||||
| Amortization of software as a service assets | (3,192) | ||||
| Acquisition/integration costs | (905) | ||||
| Goodwill and intangible asset impairment charge | (200) | ||||
| COVID-19 government subsidies, net of fees | 8,573 | ||||
| Workforce reduction costs | (5,372) | ||||
| Other costs, net | (3,732) | ||||
| Depreciation and amortization (inclusive of depreciation included in cost of services) | (21,657) | ||||
| Income (loss) from operations | (17,210) | ||||
| Interest and other income (expense), net | 2,037 | ||||
| Income (loss) before tax expense | $(15,173) | ||||
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
| Thirty-nine weeks ended | |||||
|---|---|---|---|---|---|
| September 29, 2024 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total company | |||||
| Revenue from services | $660,862 | $396,463 | $124,115 | $1,181,440 | |
| Cost of services | 473,878 | 333,586 | 72,548 | ||
| Selling, general and administrative expense | 188,605 | 53,453 | 40,716 | ||
| Segment profit (loss) | $(1,621) | $9,424 | $10,851 | $18,654 | |
| Corporate unallocated | (16,386) | ||||
| Third-party processing fees for hiring tax credits | (150) | ||||
| Amortization of software as a service assets | (4,410) | ||||
| Goodwill and intangible asset impairment charge | (59,674) | ||||
| PeopleReady technology upgrade costs | (489) | ||||
| COVID-19 government subsidies, net of fees | 9,652 | ||||
| Workforce reduction costs | (6,369) | ||||
| Other costs, net | (584) | ||||
| Depreciation and amortization | (22,616) | ||||
| Income (loss) from operations | (82,372) | ||||
| Interest and other income (expense), net | 3,861 | ||||
| Income (loss) before tax expense | $(78,511) | ||||
Asset information by reportable segment is not presented as we do not manage our segments on a balance sheet basis.
NOTE 14: SUBSEQUENT EVENT
Following the coronavirus pandemic, the Company shifted to a remote or hybrid work model for our headquarters and U.S.-based support teams, reducing the need for corporate office space. As a result, on October 6, 2025, we executed a sublease for our Chicago support center. The sublessee is expected to take possession of the space on April 1, 2026, and the sublease will remain in effect for the duration of the original lease term, concluding on June 29, 2036.
Execution of the sublease will require us to reevaluate the long-lived asset group for the Chicago support center and test the new asset group for recoverability and impairment during the fiscal fourth quarter of 2025. The recoverability analysis involves comparing the carrying value of the asset group, which is approximately $24 million as of September 28, 2025, to the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the recoverability analysis fails, an impairment charge is recognized for the amount by which the carrying value of the asset group exceeds its fair value. Until we complete our analysis, an estimate of a potential impairment cannot be made, however, we expect our analysis to result in a material non-cash impairment during the fiscal fourth quarter of 2025.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.