View:

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

______________

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

 

 

Date of Report (Date of earliest event reported): July 31, 2009

 

 

SPAR Group, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

Delaware  

(State or Other Jurisdiction

of Incorporation)

0-27824  

(Commission

File No.)

33-0684451  

(IRS Employer

Identification No.)

 

560 White Plains Road, Suite 210, Tarrytown, New York

10591

(Address of Principal Executive Offices)

(Zip Code)

 

 

Registrant's telephone number, including area code: (914) 332-4100

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

 

Item 2.02.

Results of Operations and Financial Condition.

 

On July 31, 2009, SPAR Group, Inc. (the "Registrant"), issued a press release reporting its financial results for the second quarter ended June 30, 2009, a copy of which is attached to this Current Report on Form 8-K (the "Report") as Exhibit 99.1, and which is hereby incorporated herein by reference.

 

The information in Item 2.02 of this Report, including Exhibit 99.1, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. It shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

 

 

Item 9.01.

Financial Statements and Exhibits.

 

(a)

Exhibits:

 

 

99.1

Press Release of the Registrant dated July 31, 2009, as attached hereto.

 

 

 


 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

 

SPAR Group, INC.

 

 

 

 

 

Date: August 4, 2009

By:

/s/ James R. Segreto   
James R. Segreto
Chief Financial Officer

 

 

 


 

 

EXHIBIT INDEX

 

 

Exhibit

Number

Description

 

 

 

99.1

Press Release of the Registrant dated July 31, 2009, as attached hereto.

 

 

 


 

EXHIBIT 99.1

 

PondelWilkinson Inc.

1880 Century Park East, Suite 350

Los Angeles, CA 90067

     T        (310) 279 5980

     F        (310) 279 5988

            W   www.pondel.com



 

NEWS

RELEASE

CONTACTS:

James R. Segreto

Chief Financial Officer

SPAR Group, Inc.

(914) 332-4100

   
 

Roger S. Pondel / Judy Lin Sfetcu
PondelWilkinson Inc.
(310) 279-5980



 

 

SPAR GROUP REPORTS IMPROVED FINANCIAL RESULTS

 

FOR 2009 SECOND QUARTER, SIX MONTHS

 

TARRYTOWN, NY—July 31, 2009—SPAR Group, Inc. (NASDAQ:SGRP) today reported financial results for the second quarter and six months ended June 30, 2009.

Net revenues for the 2009 second quarter were $13.5 million, compared with $18.9 million a year ago. The company reported net income for the 2009 second quarter of $236,000, or $0.01 per diluted share, compared with net income of $3,000, or $0.00 per share, for the 2008 second quarter. Included in the 2009 second quarter results was other income of $285,000, resulting from a credit for prior legal expenses. Results for the 2008 second quarter included $458,000 in non-recurring litigation costs and a $170,000 tax benefit. Selling, general and administrative expenses for the 2009 second quarter decreased 13% to $3.9 million from $4.5 million a year ago.

“Second quarter revenues continued to be affected by weak global economic conditions, with our overseas operations experiencing the greater impact,” said Gary Raymond, SPAR Group’s president and chief executive officer. “We remain steadfastly focused on serving our clients, helping them to improve their performance, while at the same time increasing our marketing efforts to attract new business worldwide.

“In 2008, our management team had taken swift action to reduce expenses and control costs throughout the company. We are confident that SPAR Group’s solid foundation will allow us to weather the current economic storm and emerge even stronger as business conditions improve,” Raymond added.

Revenue in the U.S. for the 2009 second quarter was $6.8 million, compared with $8.9 million a year ago. SPAR Group’s U.S. operations for the 2009 second quarter reported that net income significantly improved to $564,000, compared to a net loss of $185,000 for the 2008 second quarter.

International revenue for the 2009 second quarter was $6.7 million, compared with $10.0 million last year. The division posted a net loss of $328,000, versus net income of $188,000 for the 2008 second quarter.

 

 

(more)

 

 

 


 

SPAR Group, Inc.

 

 

For the 2009 six-month period, SPAR Group had revenues of $28.6 million, compared with $36.4 million last year. The company reported net income of $41,000 for the first half of 2009, equal to breakeven per share, which included other income of $265,000 resulting from a favorable judgment in a legal action and $285,000 from a credit for prior legal expenses, versus a net loss of $247,000, or $0.01 per share, for the 2008 comparable period. Results for the 2008 six-month period included $458,000 in non-recurring litigation costs and a $170,000 tax benefit. Selling, general and administrative expenses for the 2009 year-to-date period decreased 14% to $7.8 million from $9.2 million a year ago.

Revenue in the U.S. for the first half of 2009 was $12.4 million, compared with $16.4 million in the same period a year ago. The U.S. operation reported sharply increased net income of $444,000 for the 2009 six-month period versus a net loss of $504,000 for the first six months of 2008.

International revenue for the six months ended June 30, 2009 was $16.2 million, compared with $20.0 million for the same period last year. Net loss for the international operations was $403,000 for the first half of 2009, compared with net income of $257,000 in the first half of 2008.

 

About SPAR Group

 

SPAR Group, Inc. is a diversified international marketing services company, providing a broad array of services to help companies improve their sales, operating efficiency and profits at retail worldwide. The company provides in-store merchandising, in-store event staffing, RFID and other technology, as well as research, to manufacturers and retailers covering all product classifications and all classes of trade, including mass market, drug store, convenience store and grocery chains. The company operates throughout the United States and internationally in Japan, Canada, Turkey, South Africa, India, Romania, China, Lithuania, Latvia, Estonia, Australia and New Zealand. For more information, visit SPAR Group’s Web site, www.sparinc.com.

 

Certain statements in this news release are forward-looking, including, but not limited to, attracting new business that will increase SPAR Group’s revenues and continuing to maintain costs. The company’s actual results, performance and trends could differ materially from those indicated or implied by such statements as a result of various factors, including (without limitation), the continued strengthening of SPAR Group’s selling and marketing functions, continued customer satisfaction and contract renewal, new product development, continued availability of capable dedicated personnel, continued cost management,the success of its international efforts, success and availability of acquisitions, availability of financing and other factors, as well as by factors applicable to most companies such as general economic, competitive and other business and civil conditions. Information regarding certain of these and other factors that could affect future results, performance or trends are discussed in SPAR Group’s annual report on Form 10-K , quarterly reports on Form 10-Q, and other filings made with the Securities and Exchange Commission from time to time.

#       #       #

 

(Tables follow)

 

 

 

 

(more)

 


 

 

SPAR Group, Inc.

Consolidated Statements of Operations

(unaudited)

(in thousands, except per share data)

 

 

 

Three Months Ended

 

Six Months Ended

 

June 30,
2009

June 30,
2008

 

June 30,
2009

June 30,
2008

           

Net revenues

$

13,478

$

18,910

 

$

28,649

$

36,364

 

Cost of revenues

 

9,310

   

13,719

   

20,383

   

26,203

 

Gross profit

4,168

5,191

 

8,266

10,161

           

Selling, general and administrative expenses

3,888

4,510

 

7,856

9,168

 

Depreciation and amortization

 

267

   

221

   

529

   

429

 

 

Operating income (loss)

13

460

 

(119

)

564

           

Interest expense

45

81

 

106

162

Other (income) expense

 

(255

)

 

521

   

(442

)

 

564

 

Income (loss) before provision for income taxes

223

(142

)

 

217

(162

)

 

Provision for income taxes (benefit)

 

73

   

(185

)

   

222

   

(21

)

 

Net income (loss)

150

43

 

(5

)

(141

)

 

Net (income) loss attributable to the
   non-controlling interest

 

(86

)

 

40

   

(46

)

 

106

 

         

Net income (loss) attributable to SPAR Group, Inc.

 

236

   

3

   

41

   

(247

)

           

Basic/diluted net income (loss) per common share:

         
           

Net income (loss) – basic/diluted

$

0.01

 

$

 

$

 

$

(0.01

)

           

Weighted average common shares – basic

 

19,139

   

19,133

   

19,139

   

19,123

 

Weighed average common shares – diluted

 

19,183

   

 19,133

   

19,183

 

 

19,123

           

 

 

 


SPAR Group, Inc.

Consolidated Balance Sheets

(unaudited)

(in thousands, except share and per share data)

 

 

 

June 30,

 

December 31,

 

2009

2008

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

$

            1466

$

          1,685

Accounts receivable, net

10,751

13,110

Prepaid expenses and other current assets

1,048

   

1,446

Total current assets

13,265

16,241

 

 

 

 

 

 

 

Property and equipment, net

1,641

1,803

Goodwill

798

798

Other assets

 

1,908

   

1,806

Total assets

$

              17,612

 

$

              20,648

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

$

          4,454

$

                4,491

Accrued expenses and other current liabilities

3,350

4,911

Accrued expenses due to affiliates

1,533

1,398

Customer deposits

538

582

Lines of credit

3,825

   

5,494

Total current liabilities

13,700

16,876

 

 

 

 

 

 

 

Long-term liabilities

24

105

 

 

 

 

 

 

 

Total liabilities

13,724

16,981

 

 

 

 

 

 

 

Stockholders' equity:

Preferred stock, $.01 par value:

Authorized shares-3,000,000

Issued and outstanding shares-

554,402 – June 30, 2009 and December 31, 2008

6

6

Common stock, $.01 par value:

Authorized shares- 47,000,000

Issued and outstanding shares-

19,139,365 - June 30, 2009

19,139,365 - December 31, 2008

191

191

Treasury stock

(1

)

(1

)

Additional paid-in capital

12,918

12,821

Accumulated other comprehensive (loss)

(236

)

(361

)

Accumulated deficit

 

(9,436

 

(9,477

)

Total SPAR Group, Inc. equity

 

3,442

   

3,179

Non-controlling interest

 

446

   

488

Total liabilities and stockholders’ equity

$

          17,612

 

$

           20,648