SPAR Group, Inc. Reports Fiscal 2021 Fourth Quarter and Year-End Results

Mar 29, 2022

Full Year 2021 Record Sales of $256 million, Up 11%

AUBURN HILLS, Mich., March 29, 2022 /PRNewswire/ -- SPAR Group, Inc. (NASDAQ: SGRP) ("SPAR", "SPAR Group" or the "Company"), a leading global provider of merchandising, marketing, and distribution services with over 25,000+ team members deployed across nine countries, today reports financial and operating results for the fiscal quarter and year ended December 31, 2021.

Mike Matacunas, the Company's President and Chief Executive Officer, commented, "Fiscal year 2021 was an important and transformational year for SPAR.  While delivering the highest revenue in the company's history, we continued to take market share from competitors, built more unique software capabilities, introduced new services, engaged new clients and developed a compelling, long-term global strategy for the business.  In addition, after nearly four years of challenges, we resolved all outstanding claims and disputes with our founding shareholders and set the company up for an exciting future.  I believe we have the most talented executive team in the marketplace, and we have momentum."

"Notwithstanding the non-recurring charges related to the agreement with our founding shareholders, we reported 11% revenue growth for fiscal 2021.  Adjusted Net Income attributable to SPAR was $2.6 million, an increase of 53% from the fiscal 2020 Adjusted Net income attributable to SPAR of $1.7 million," Matacunas concluded.

Fourth Quarter 2021 Financial Results

Fourth quarter net revenue was $60 million, comprised of $21 million from the Domestic segment and $39 million from the International segment.  Compared to the prior year, total net revenue increased by 1.1%, the Domestic segment increased over the prior year by 5.3%, and the International segment declined by 0.9% from the prior year.  Despite normal lower seasonal revenue in the fourth quarter due to the holidays each year, the Domestic segment grew primarily due to year-over-year increases in the remodeling business.

Gross profit was $10.6 million, or 17.7% of sales, compared to $11.5 million, or 19.4% of sales, in the prior year quarter.  The gross profit decrease was primarily due to fourth quarter one-time field travel expense items, faster growth of the remodel business than planned and an increase in labor expense costs related to one of the joint ventures, compared to the prior year quarter.

Selling, general and administrative (SG&A) expenses were $8.8 million, or 14.6% of revenues, compared to $8.1 million, or 13.6% of revenues, in the prior year.  The comparison to SG&A expenses in the fourth quarter of 2020 did not represent full run-rate expenses due to open executive positions.

Fourth quarter results included a $4.5 million charge related to signed agreements between the Company and the two majority stockholders in a change of control arrangement.

Operating income (loss) was ($3.1) million versus operating income of $2.9 million from the prior year quarter.  Excluding the $4.5 million charge related to the majority stockholders' change of control agreements, fourth quarter operating income was $1.4 million, compared to $2.9 million in the prior year fourth quarter, primarily due to the items discussed earlier.     

Fourth quarter net income (loss) attributable to SPAR Group, Inc. was ($4.4) million, or (0.21) per share, down from $2.0 million, or $0.10 per share, in the year ago quarter.  Adjusted net loss attributable to SPAR Group, Inc. (1) in the fourth quarter was ($644) thousand, or ($0.03) per share, compared to ($904) thousand, or ($0.04) per share, in the year ago quarter.

Full Year 2021 Financial Results

Total net revenue of $255.7 million, comprised of $100.3 million from the Domestic segment and $155.4 million from the International segment.  Compared to the prior year, total fiscal net revenue increased by 10.9%, and the Domestic and International segments increased over the prior year by 8.9% and 12.3%, respectively.   

Fiscal year gross profit was $47.5 million, or 18.6% of sales, compared to $45.2 million, or 19.6% of sales, in the prior year.  Although gross profit dollars year-over-year increased, gross profit margins decreased primarily due to U.S. wage inflation, as well as unfavorable project mix shifts across the organization.

Fiscal year selling, general and administrative (SG&A) expenses were $36.8 million, or 14.4% of revenues, compared to $33.3 million, or 14.5% of revenues, in the prior year.  The Company improved operating leverage by 10 basis points in SG&A in 2021 compared to 2020. 

Full year results included a $4.5 million charge in the fourth quarter from signed agreements between the Company and majority stockholders in a change of control arrangement.

Fiscal year operating income was $4.2 million versus operating income of $9.7 million from the prior year.  Excluding the $4.5 million charge related to the majority stockholders' change of control agreements, the full year operating income was $8.7 million, compared to $9.7 million for the prior year.  

Fiscal year net income (loss) was $2.0 million, compared to $9.0 million in the prior year.  Full year net income (loss) attributable to SPAR was ($1.8) million, or ($0.08) per share, down from $3.4 million, or $0.16 per share, in the 2020 fiscal year.  Adjusted net income attributable to SPAR Group, Inc.(1) was $2.6 million, or $0.12 per share, for the fiscal year 2021, compared to $1.7 million, or $0.08 per share, in the prior year.

Fiscal year consolidated Adjusted EBITDA(1) was $11.9 million, compared to $13.6 million in the prior year. Full year Adjusted EBITDA attributable to SPAR Group, Inc. (1) was $7.0 million, compared to $8.0 million in the prior year.

(1)

Adjusted Net income (loss) attributable to SPAR Group, Inc. and Adjusted Diluted earnings per share attributable to SPAR Group, Inc., and Adjusted EBITDA are non-GAAP financial measure as defined and reconciled below.

Financial Position as of December 31, 2021

The Company's total worldwide liquidity at fiscal year-end 2021 was $20 million, with $13 million in cash and cash equivalents and $7 million of unused availability as of December 31, 2021.  For the year ended December 31, 2021, net cash provided by operating activities was $2.6 million and capital expenditures, including capitalized software, was $1.7 million.

Conference Call

The Company will conduct a conference call today at 11:00 a.m. Eastern Time to discuss financial and operating results for the quarter and year ended December 31, 2021. To access the call, live by phone, dial (412) 902-6510 and ask for the SPAR Group call at least 10 minutes prior to the start time.  A telephonic replay will be available through April 5, 2022, by calling (412) 317-0088 using passcode ID 4916589#.  A webcast of the call will also be available live and for later replay on the Company's Investor Relations website at https://investors.sparinc.com/events-and-presentations.

About SPAR Group, Inc.

SPAR Group is a leading global merchandising and marketing services company, providing a broad range of services to retailers, manufacturers, and distributors around the world.  With more than 50 years of experience, 25,000+ merchandising specialists around the world, an average of 200,000+ store visits a week and long-term relationships with some of the world's leading manufacturers and retail businesses, we provide specialized capabilities across more than nine countries.  Our unique combination of scale, merchandising and marketing expertise, combined with our unwavering commitment to excellence, separate us from the competition.  For more information, please visit the SPAR Group's website at http://www.sparinc.com.

Cautionary Note Regarding Forward-Looking Statements

This Press Release contains, and the above referenced recorded comments, will contain "forward-looking statements" within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, made by, or respecting, SPAR Group, Inc. ("SGRP") and its subsidiaries (together with SGRP, "SPAR", "SPAR Group" or the "Company"), filed in a Current Report on Form 10-Q by SGRP with the Securities and Exchange Commission (the "SEC") on November 15, 2021. There also are forward-looking statements contained in SGRP's Annual Report on Form 10-K for its fiscal year ended December 31, 2020, as filed with the SEC on March 31, 2021, and SGRP's First Amendment to Annual Report on Form 10-K/A for the year ended December 31, 2020, as filed with the SEC on April 29, 2021 (as so amended, the "Annual Report"), in SGRP's amended definitive Proxy Statement respecting its Annual Meeting of Stockholders held on August 12, 2021, which SGRP filed with the SEC on July 20, 2021 (the "Proxy Statement"), and the SGRP's Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports and statements as and when filed with the SEC (including the Quarterly Report, the Annual Report and the Proxy Statement, the Information Statement, the Second Special Meeting Proxy/Information Statement, each a "SEC Report"). "Forward-looking statements" are defined in Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and other applicable federal and state securities laws, rules and regulations, as amended (together with the Securities Act and Exchange Act, the "Securities Laws").

The forward-looking statements made by the Company in this Press Release may include (without limitation) any expectations, guidance or other information respecting the pursuit or achievement of the Company's corporate strategic objectives, building upon the Company's momentum and strong foundation, leveraging compatible opportunities, growing the Company's client base, products and market position, and continuing to strengthen the Company's balance sheet, revenues and profitability. The Company's forward-looking statements also include, in particular and without limitation, those made in "Business", "Risk Factors", "Legal Proceedings", and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Annual Report. You can identify forward-looking statements in such information by the Company's use of terms such as "may", "will", "expect", "intend", "believe", "estimate", "anticipate", "continue", "plan", "project" or similar words or variations or negatives of those words.

You should carefully consider (and not place undue reliance on) the Company's forward-looking statements, risk factors and the other risks, cautions and information made, contained or noted in or incorporated by reference into this Press Release, the Annual Report, the Proxy Statement and the other applicable SEC Reports that could cause the Company's actual performance or condition (including its assets, business, clients, capital, cash flow, credit, expenses, financial condition, income, liabilities, liquidity, locations, marketing, operations, performance, prospects, sales, strategies, taxation or other achievement, results, risks, trends or condition) to differ materially from the performance or condition planned, intended, anticipated, estimated or otherwise expected by the Company (collectively, "expectations") and described in the information in the Company's forward-looking and other statements, whether expressed or implied. Although the Company believes them to be reasonable, those expectations involve known and unknown risks, uncertainties, and other unpredictable factors (many of which are beyond the Company's control) that could cause those expectations to fail to occur or be realized or such actual performance or condition to be materially and adversely different from the Company's expectations. In addition, new risks and uncertainties arise from time to time, and it is impossible for the Company to predict these matters or how they may arise or affect the Company. Accordingly, the Company cannot assure you that its expectations will be achieved in whole or in part, that the Company has identified all potential risks, or that the Company can successfully avoid or mitigate such risks in whole or in part, any of which could be significant and materially adverse to the Company and the value of your investment in SGRP's Common Stock.

You should also carefully review the risk factors described in the Annual Report (See Item 1A – Risk Factors) and any other risks, cautions or information made, contained or noted in or incorporated by reference into the Annual Report, the Proxy Statement or other applicable SEC Report. All forward-looking and other statements or information attributable to the Company or persons acting on its behalf are expressly subject to and qualified by all such risk factors and other risks, cautions and information.

The Company does not intend or promise, and the Company expressly disclaims any obligation, to publicly update or revise any forward-looking statements, risk factors or other risks, cautions or information (in whole or in part), whether as a result of new information, risks or uncertainties, future events or recognition or otherwise, except as and to the extent required by applicable law.

Company Contact:
SPAR Group, Inc.
Fay DeVriese, Chief Financial Officer
Tel:  248-364-8450

Investor Relations Contact:
Three Part Advisors, LLC
Sandy Martin / Phillip Kupper
Tel:  214-616-2207

 

- Financial Statements Follow –

 

SPAR Group, Inc.

Consolidated Statements of Operations

(unaudited, in thousands, except per share data)

 
 

 Three Months Ended
December 31

 

 Twelve Months Ended
December 31

 

2021

 

2020

 

2021

 

2020

 Domestic revenues 

$        20,702

 

19,665

 

$   100,326

 

92,118

 International revenues 

39,321

 

39,695

 

155,394

 

138,399

 Net revenues 

60,023

 

59,359

 

255,719

 

230,517

 Cost of revenues 

49,377

 

47,851

 

208,197

 

185,329

 Gross profit 

10,646

 

11,508

 

47,522

 

45,188

 Selling, general, and administrative expense 

8,756

 

8,050

 

36,778

 

33,336

 Majority stockholders change of control agreement 

4,478

 

-

 

4,478

 

-

 Depreciation and amortization 

510

 

521

 

2,083

 

2,130

 Operating (loss) income  

(3,098)

 

2,937

 

4,183

 

9,722

               

 Interest expense, net 

184

 

209

 

585

 

690

 Other expense (income), net 

(301)

 

(41)

 

(510)

 

(242)

 (Loss) income before provision for income taxes  

(2,981)

 

2,769

 

4,108

 

9,274

               

 Income tax expense (benefit)

72

 

(1,519)

 

2,108

 

312

 (Loss) income from continuing operations 

(3,053)

 

4,288

 

2,000

 

8,962

               

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

1,338

 

(2,260)

 

3,779

 

(5,595)

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

$         (4,390)

 

2,028

 

$      (1,779)

 

3,367

               

 Basic and diluted income (loss) per common share 

$           (0.21)

 

0.10

 

$        (0.08)

 

0.16

               

 Weighted average common shares - basic 

21,320

 

21,110

 

21,266

 

21,100

 Weighted average common shares - diluted 

21,589

 

21,147

 

21,564

 

21,155

 

SPAR Group, Inc.

 

Consolidated Balance Sheets

 

(in thousands)

 
   
   

December 31,
2021

   

December 31,
2020

 

Assets

               

Current assets:

               

Cash and cash equivalents

 

$

13,473

   

$

15,972

 

Accounts receivable, net

   

54,171

     

46,914

 

Prepaid expenses and other current assets

   

4,382

     

3,631

 

Total current assets

   

72,026

     

66,517

 
                 

Property and equipment, net

   

2,929

     

2,795

 

Operating lease right-of-use assets

   

1,781

     

2,900

 

Goodwill

   

4,166

     

3,760

 

Intangible assets, net

   

2,295

     

2,255

 

Deferred income taxes

   

4,468

     

4,201

 

Other assets

   

1,351

     

1,601

 

Total assets

 

$

89,016

   

$

84,029

 
                 

Liabilities and equity

               

Current liabilities:

               

Accounts payable

 

$

8,943

   

$

7,859

 

Accrued expenses and other current liabilities

   

22,031

     

18,745

 

Due to affiliates

   

3,270

     

3,775

 

Customer incentives and deposits

   

3,901

     

1,799

 

Lines of credit and short-term loans

   

11,042

     

9,329

 

Current portion of operating lease liabilities

   

1,019

     

1,398

 

Total current liabilities

   

50,206

     

42,905

 

Operating lease liabilities, less current portion

   

762

     

1,502

 

Long-term debt

   

700

     

1,000

 

Total liabilities

   

51,668

     

45,407

 
                 
                 

Equity:

               

SPAR Group, Inc. equity

               

Preferred stock, $.01 par value:

               

Authorized and available shares– 2,445,598 Issued and outstanding shares– None –
December 31, 2021 and December 31, 2020

   

     

 

Common stock, $.01 par value:

               

Authorized shares – 47,000,000 Issued shares and outstanding – 21,320,414–
December 31, 2021 and 21,122,312– December 31, 2020

   

213

     

211

 

Treasury stock, at cost 1,697 shares – December 31, 2021 and December 31, 2020

   

(104)

     

(2)

 

Additional paid-in capital

   

17,231

     

16,645

 

Accumulated other comprehensive loss

   

(5,028)

     

(3,913)

 

Retained earnings

   

7,439

     

9,218

 

Total SPAR Group, Inc. equity

   

19,751

     

22,159

 

Non-controlling interest

   

17,597

     

16,463

 

Total equity

   

37,348

     

38,622

 

Total liabilities and equity

 

$

89,016

   

$

84,029

 

 

SPAR Group, Inc.

 

Consolidated Statements of Cash Flows

 

(unaudited, in thousands)

 
   
   

Year Ended December 31,

 
   

2021

   

2020

 

Operating activities

               

Net income

 

$

2,000

   

$

8,962

 

Adjustments to reconcile net income to net cash provided by operating activities

               

Depreciation and amortization

   

2,083

     

2,130

 

Amortization of operating lease assets

   

1,120

     

2,048

 

Bad debt, net

   

128

     

330

 

Deferred income tax expense (benefit)

   

(520)

     

(654)

 

Share based compensation

   

711

     

136

 

Majority stockholders change of control agreement

   

4,478

     

-

 

Changes in operating assets and liabilities:

               

Accounts receivable, net

   

(7,305)

     

2,135

 

Prepaid expenses and other assets

   

(510)

     

(3,833)

 

Accounts payable

   

1,095

     

(1,316)

 

Operating lease liabilities

   

(1,120)

     

(2,048)

 

Accrued expenses, other current liabilities and customer incentives and deposits

   

469

     

911

 

Net cash provided by operating activities

   

2,629

     

8,801

 

Investing activities

               

Purchases of property and equipment and capitalized software

   

(1,722)

     

(1,600)

 

Net cash used in investing activities

   

(1,722)

     

(1,600)

 

Financing activities

               

Net borrowing on lines of credit

   

1,749

     

466

 

Payments related to stock options exercised

   

(123)

     

(2)

 

Payments on term debt

   

(300)

     

(333)

 

Net cash provided by financing activities

   

1,326

     

131

 
                 

Effect of foreign exchange rate changes on cash

   

(4,732)

     

(1,818)

 

Net (decrease) increase in cash and cash equivalents

   

(2,499)

     

5,514

 

Cash and cash equivalents at beginning of year

   

15,972

     

10,458

 

Cash and cash equivalents at end of year

 

$

13,473

   

$

15,972

 
                 

Supplemental disclosure of cash flows information

               

Cash Transactions:

               

Interest paid

 

$

701

   

$

736

 

Income taxes paid

 

$

2,683

   

$

1,203

 
                 

Non-cash Transaction:

               

Treasury shares from director liability settlement

 

$

102

   

$

-

 

 

Reconciliation of GAAP to Non-GAAP Financial Measures

Adjusted net income (loss) attributable to SPAR Group and related per share amounts represents net income (loss) attributable to SPAR Group adjusted for the add back of the 2021 after-tax charge related to the majority stockholders change of control agreement and the deduction of a 2020 deferred tax adjustment.  Adjusted EBITDA represents net income before, as applicable from time to time, (i) interest expense, net, (ii) provision (benefit) for income taxes, (iii) depreciation and amortization of long-lived assets, (iv) share based compensation expense, (v) restricting costs, (vi) nonrecurring legal settlement costs and associated legal expenses unrelated to the Company's core operations. These metrics are supplemental measures of our operating performance that are neither required by, nor presented in accordance with, GAAP. These measures have limitations as analytical tools and should not be considered in isolation or as an alternative to performance measure derived in accordance with GAAP as an indicator of our operating performance. We present Adjusted net income (loss) attributable to SPAR Group and per share amounts, and Adjusted EBITDA because management uses these measures as key performance indicators, and we believe that securities analysts, investors and others use these measures to evaluate companies in our industry. Our calculation of these measures may not be comparable to similarly named measures reported by other companies. The following tables present a reconciliation of net income (loss), the most directly comparable measure calculated in accordance with GAAP, to these measures for the periods presented:

SPAR Group, Inc. 

Net Income (Loss) attributable to SPAR Group, Inc. to

Adjusted Net Income (Loss) attributable to SPAR Group, Inc. Reconciliation

Diluted earnings per share attributable to SPAR Group, Inc. to

Adjusted Diluted earnings per share attributable to SPAR Group, Inc. Reconciliation

Fiscal Periods Ended December 31, 2021 and 2020

 
   

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

(in thousands)

 

2021

2020

 

2021

2020

             

Net Income (Loss) attributable to SPAR Group Inc.

 

(4,390)

2,028

 

(1,779)

3,367

     Add-back one-time impact (net of taxes) (2)

 

3,746

81

 

4,421

1,370

     One-time deferred tax adjustments

 

-

(3,013)

 

-

(3,013)

Adjusted Net Income (Loss) attributable to SPAR Group, Inc.

 

(644)

(904)

 

2,642

1,724

             
             

Diluted earnings (loss) per share attributable to SPAR Group, Inc.

 

$          (0.21)

$          0.10

 

$        (0.08)

$         0.16

     Add-back one-time impact (net of taxes) (2)

 

$           0.18

$          0.00

 

$         0.21

$         0.06

     One-time deferred tax adjustments

 

$                 -

$        (0.14)

   

$       (0.14)

Adjusted Diluted earnings (loss) per share attributable to SPAR Group, Inc.

$          (0.03)

$        (0.04)

 

$         0.12

$         0.08

 
 

(2)  After-tax, charges, and per share amounts, primarily related to the majority stockholders change of control agreements.

 

 

               

SPAR Group, Inc

               

Net Income (Loss) to Consolidated Adjusted EBITDA to

               

Adjusted EBITDA attributable to SPAR Group, Inc. Reconciliation

               

Fiscal Years Ended December 31, 2021 and 2020

                 
     

Twelve Months Ended
December 31,

 

(in thousands)

 

2021

2020

 
           

Net Income

 

$2,000

$8,962

 
 

Depreciation and amortization

 

2,083

2,130

 
 

Interest expense

 

585

690

 
 

Income Tax expense

 

2,108

312

 
 

Other income

 

(509)

(242)

 

Consolidated EBITDA

 

6,268

11,852

 
 

Share based compensation

 

711

136

 
 

Legal costs / Settlements - non-recurring (2)

 

4,814

898

 
 

Board-related one off costs, e.g. retirement costs

 

0

700

 
 

Acquisition-related expenses

 

72

0

 

Consolidated Adjusted EBITDA

 

$11,864

$13,586

 
 

Adjusted EBITDA attributable to non controlling interest

 

(4,908)

(5,614)

 

Adjusted EBITDA attributable to SPAR Group, Inc.

 

$6,957

$7,972

 
           

Ratios:

       

Net Income % of Consolidated Revenues

 

0.8%

3.9%

 

Consolidated Adjusted EBITDA % of Consolidated Revenues

 

4.6%

5.9%

 

Adjusted EBITDA attributable to SPAR % of Consolidated Revenues

 

2.7%

3.5%

 
 

(2)    Charges primarily related to the majority stockholders change of control agreements.

 

 

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SOURCE Spar Group, Inc.