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) August 14, 2007
| SPAR Group, Inc. |
| |
| (Exact Name of Registrant as Specified in Charter) |
| Delaware | 0-27824 | 33-0684451 |
| (State or Other Jurisdiction | (Commission | (IRS Employer |
| of Incorporation) | File No.) | Identification No.) |
| 555 White Plains Road, Suite 250, 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:
 |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
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. |
(a) On August 14, 2007, SPAR Group, Inc. (the “Registrant”) issued the press release attached to this Current Report on Form 8-K (the “Report”) as Exhibit 99.1 reporting its financial results for the fiscal quarter ended June 30, 2007, which is incorporated herein by reference.
The information in this Report, including the exhibit, 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 August 14, 2007. |
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 14, 2007 |
By:
/s/ Charles Cimitile
Charles Cimitile Chief Financial Officer |
EXHIBIT INDEX
| Exhibit Number |
Description |
| 99.1 | Press Release of the Registrant dated August 14, 2007. |
| NEWS RELEASE |
CONTACTS: | Charles Cimitile Chief Financial Officer SPAR Group, Inc. (914) 332-4100 Roger S. Pondel PondelWilkinson Inc. (310) 279-5980 |
SPAR GROUP REPORTS FINANCIAL RESULTS
FOR 2007 SECOND QUARTER, SIX-MONTHS
TARRYTOWN, NY—August 14, 2007—SPAR Group, Inc. (NASDAQ:SGRP) today reported financial results for the second quarter and six months ended June 30, 2007.
Net revenues for the 2007 second quarter amounted to $12.5 million, compared with $12.9 million last year. The company sustained a net loss for the 2007 second quarter of $1.7 million, equal to $0.09 per share, compared with net income of $100,000, or $0.01 per share, for the 2006 second quarter.
For the first half of 2007, net revenues were $27.9 million, versus $28.8 million for the comparable prior year period. The company registered a net loss of $2.2 million, equal to $0.12 per share, for the first six months of 2007, compared with net income of $877,000, or $0.05 per share, the prior year.
“Results for the second quarter reflected a continued challenging business environment in the U.S. markets, although prospects for SPAR Group remain encouraging,” said Gary S. Raymond, who recently joined the company as its president and chief executive officer. “Having joined SPAR Group just weeks ago, my first priority is to thoroughly assess every aspect of our operations, focusing on sales, marketing and building domestic revenues, while paying close attention to costs and building upon the company’s strong foundation, leadership position and technological prowess.”
Robert G. Brown, SPAR Group’s chairman of the board, added, “Our objective remains to add major new clients and provide unparalleled service to our customers particularly through the use of technological advances. With our new CEO’s breadth of management expertise and industry experience, particularly in the areas of sales and marketing, I am confident about our prospects and positioning in the markets we serve.”
Revenues in the U.S. for the 2007 second quarter amounted to $5.9 million, compared with $7.9 million last year. The company posted a loss of $1.3 million for its U.S. operations in the 2007 second quarter, compared with net income of $338,000 last year, which included approximately $300,000 in net income from a favorable judgment award after related legal expenses.
For the 2007 year-to-date period, revenue in the U.S. amounted to $14.3 million, compared with $18.7 million last year, which included $770,000 from the termination of a customer service agreement during the 2006 first quarter. The company posted a net loss of $1.7 million from its U.S. operations for the first half of 2007, compared with net income of $1.2 million in the first half of 2006. Included in U.S. net income for the six months of 2006 was approximately $1.2 million, consisting of $300,000 from a favorable judgment award after related legal expenses, $770,000 from the termination of a customer service agreement and $175,000 from the settlement of a vendor lawsuit.
International revenues for the 2007 second quarter rose to $6.6 million from $5.0 million last year. The International division posted a net loss for the 2007 second quarter of $390,000, compared with a net loss of $238,000 last year.
International revenues for the first half of 2007 rose to $13.6 million from $10.1 million last year. Included in the 2006 revenue was an additional quarter of revenue, totaling approximately $1.3 million, associated with the change to the reporting year of the company’s joint venture in Japan. The division posted a net loss of $508,000 for the year-to-date period, versus a net loss of $283,000 for the first six months of 2006.
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, throughout the United States and internationally.
Certain statements in this news release are forward-looking, including, but not limited to, further benefits to be derived from the continued efforts by the company to build domestic revenues and curtail costs, the company’s growing international operations, expansion into new countries and positioning for the long-term, and the contributions from the company’s new chief executive officer. 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 as amended, quarterly reports on Form 10-Q, and other filings made with the Securities and Exchange Commission from time to time.
# # #
(Tables Follow)
SPAR Group, Inc.
Consolidated Statements
of Operations
(unaudited)
(in thousands, except
per share data)
| Three Months Ended | Six Months Ended | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2007 | June 30, 2006 | June 30, 2007 | June 30, 2006 | |||||||||||
Net revenues |
$ | 12,506 | $ | 12,919 | $ | 27,919 | $ | 28,769 | ||||||
| Cost of revenues | 8,757 | 9,142 | 19,255 | 18,996 | ||||||||||
| Gross profit | 3,749 | 3,777 | 8,664 | 9,773 | ||||||||||
Selling, general and administrative expenses | 5,226 | 3,866 | 10,232 | 8,937 | ||||||||||
| Depreciation and amortization | 194 | 183 | 391 | 396 | ||||||||||
| Operating (loss) income | (1,671 | ) | (272 | ) | (1,959 | ) | 440 | |||||||
Interest expense | 93 | 46 | 181 | 97 | ||||||||||
| Other income | (71 | ) | (411 | ) | (50 | ) | (589 | ) | ||||||
| (Loss) income before provision for income taxes and | ||||||||||||||
| minority interest | (1,693 | ) | 93 | (2,090 | ) | 932 | ||||||||
| Provision for income taxes | 74 | 54 | 141 | 99 | ||||||||||
| (Loss) income before minority interest | (1,767 | ) | 39 | (2,231 | ) | 833 | ||||||||
| Minority interest | (28 | ) | (61 | ) | 16 | (44 | ) | |||||||
| Net (loss) income | $ | (1,739 | ) | $ | 100 | $ | (2,247 | ) | $ | 877 | ||||
Basic/diluted net (loss) income per common share: | ||||||||||||||
Net (loss) income - basic/diluted | $ | (0.09 | ) | $ | 0.01 | $ | (0.12 | ) | $ | 0.05 | ||||
Weighted average common shares - basic | 18,934 | 18,926 | 18,934 | 18,922 | ||||||||||
Weighted average common shares - diluted | 18,934 | 19,206 | 18,934 | 19,207 | ||||||||||
Note: Certain reclassifications have been made to the prior period financials to conform to the current period presentation.
SPAR Group, Inc.
Consolidated Balance
Sheets
(in thousands, except
share and per share data)
| June 30, 2007 | December 31, 2006 | |||||||
|---|---|---|---|---|---|---|---|---|
| (unaudited) | (audited) | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 1,601 | $ | 1,148 | ||||
| Accounts receivable, net | 8,507 | 12,982 | ||||||
| Prepaid expenses and other current assets | 638 | 553 | ||||||
| Total current assets | 10,746 | 14,683 | ||||||
Property and equipment, net | 1,297 | 901 | ||||||
| Goodwill | 798 | 798 | ||||||
| Other assets | 1,557 | 1,695 | ||||||
| Total assets | $ | 14,398 | $ | 18,077 | ||||
Liabilities and stockholders' equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 2,558 | $ | 2,551 | ||||
| Accrued expenses and other current liabilities | 3,201 | 2,864 | ||||||
| Accrued expenses due to affiliates | 2,299 | 1,752 | ||||||
| Customer deposits | 677 | 560 | ||||||
| Lines of credit | 2,426 | 5,318 | ||||||
| Total current liabilities | 11,161 | 13,045 | ||||||
| Other long-term liabilities | 215 | 6 | ||||||
| Minority interest | 514 | 498 | ||||||
| Total liabilities | 11,890 | 13,549 | ||||||
Commitments and contingencies | ||||||||
Stockholders' equity: | ||||||||
| Preferred stock, $.01 par value: | ||||||||
| Authorized shares - 3,000,000 | ||||||||
| Issued and outstanding shares - none | — | — | ||||||
| Common stock, $.01 par value: | ||||||||
| Authorized shares - 47,000,000 | ||||||||
| Issued and outstanding shares - | ||||||||
| 18,934,182 - June 30, 2007 | ||||||||
| 18,934,182 - December 31, 2006 | 189 | 189 | ||||||
| Treasury stock | (1 | ) | (1 | ) | ||||
| Accumulated other comprehensive loss | (47 | ) | (109 | ) | ||||
| Additional paid-in capital | 11,649 | 11,484 | ||||||
| Accumulated deficit | (9,282 | ) | (7,035 | ) | ||||
| Total stockholders' equity | 2,508 | 4,528 | ||||||
| Total liabilities and stockholders' equity | $ | 14,398 | $ | 18,077 | ||||