Fair Value (Tables)

9 Months Ended

Feb. 28, 2023

Fair Value Disclosures [Abstract]

Fair Value of Assets and Liabilities Measured on a Recurring Basis

The following tables provide information by level for assets and liabilities that are measured at fair value on a recurring basis:

	Fair Value Measurements using inputs considered as:						Fair Value at Feb 28, 2023
(in thousands)	Level 1		Level 2		Level 3
Financial Liabilities
Contingent consideration for acquisition earn outs	$	—	$	—	$	19,059	$	19,059
Total Financial Liabilities	$	—	$	—	$	19,059	$	19,059
	Fair Value Measurements using inputs considered as:						Fair Value at May 31, 2022
(in thousands)	Level 1		Level 2		Level 3
Financial Liabilities
Contingent consideration for acquisition earn outs	$	—	$	—	$	16,948	$	16,948
Total Financial Liabilities	$	—	$	—	$	16,948	$	16,948

Fair Value Measurements Using Significant Unobservable Inputs

The table below presents the changes in fair value components of Level 3 instruments:

	Three Months Ended Feb 28, 2023
(in thousands)	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance, November 30, 2022	$	18,832
Change in present value of contingent consideration (1)	227
Balance, February 28, 2023	$	19,059

	Nine Months Ended Feb 28, 2023
(in thousands)	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
Balance, May 31, 2022	$	16,948
Change in present value of contingent consideration (1)	2,084
Currency gain from remeasurement	27
Balance, February 28, 2023	$	19,059

(1) Change in the fair value of contingent consideration is included in earnings and comprised of changes in estimated earn out payments based on projections of Company performance and amortization of the present value discount.

Summary Showing the Recurring Fair Value Measurements of the Contingent Consideration Liability

The recurring Level 3 fair value measurements of the contingent consideration liabilities include the following significant unobservable inputs as of February 28, 2023:

(in thousands)	Fair Value		Valuation Technique	Unobservable Input	Range
Revenue based payments	$	19,059	Discounted cash flow	Discount rate	5%
				Probability of payment	90% - 100%
				Projected fiscal year of payment	2023 - 2025