Form 8-K BG Staffing, Inc. For: Mar 07
Tweet
Share
E-mailUNITED 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):
March 7, 2016
BG STAFFING, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware | 001-36704 | 26-0656684 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
5850 Granite Parkway, Suite 730
Plano, Texas 75024
(Address of principal executive offices, including zip code)
(972) 692-2400
(Registrant’s telephone number, including area code)
Not applicable
(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 obligations 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. |
On March 7, 2016, BG Staffing, Inc. (the "Company") issued a press release regarding its financial results for the fourth quarter ended December 27, 2015. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
Exhibit No. | Description | ||
99.1 | Earnings release dated | March 7, 2016 | |
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 hereunto duly authorized.
BG STAFFING, INC. | |||
Date: | March 7, 2016 | /s/ Dan Hollenbach | |
Name: Title: | Dan Hollenbach Chief Financial Officer and Secretary (Principal Financial and Accounting Officer) | ||
EXHIBIT INDEX
Exhibit No. | Description | ||
99.1 | Earnings release dated | March 7, 2016 | |
BG Staffing, Inc. Announces 2015 Financial Results
Record Results for Quarter and Year to Date
PLANO, Texas – March 7, 2016 – BG Staffing, Inc. (NYSE MKT: BGSF), a rapidly growing national provider of temporary staffing services, today reported financial results for its fourth quarter and fiscal year ended December 27, 2015.
Q4 2015 Summary
• | Quarterly revenue exceeded Q4 2014 by $23.8 million, an increase of 55.3% |
• | Quarterly net income exceeded Q4 2014 by $1.0 million, an increase of 207.7% |
• | Quarterly gross profit increased in each of our three business segments over Q4 2014 - |
◦ | Multifamily increased 45.9% |
◦ | Professional increased 173.0% |
◦ | Commercial increased 25.2% |
• | Quarterly Adjusted EBITDA1 was $5.5 million in 2015, an increase of 100.7% over 2014 |
Fiscal 2015 Summary
• | Fiscal revenue exceeded Fiscal 2014 by $44.7 million, an increase of 25.9% |
• | Fiscal net income exceeded Fiscal 2014 by $5.8 million, an increase of 1,346.9% |
• | Fiscal gross profit increased in each of our three business segments over Fiscal 2014 - |
◦ | Multifamily increased 33.4% |
◦ | Professional increased 64.4% |
◦ | Commercial increased 15.7% |
• | Fiscal Adjusted EBITDA1 was $17.9 million in 2015, an increase of 53.6% over 2014 |
Fiscal 2015 Pro forma
• | Pro forma* revenues were $245.8 million in 2015, an increase of 9.9% over 2014 |
• | Pro forma* Adjusted EBITDA1 was $21.3 million in 2015, an increase of 17.7% over 2014 |
“As our numbers clearly demonstrate, we continue to generate strong and improving financial results,” said L. Allen Baker, Jr., President and CEO. “Our dual path business strategy is delivering both higher revenues and margins."
“While there may be uncertainty in the general market and overall economy, our business outlook is good. In the fourth quarter we strengthened our back office staff to support continued growth. I look forward to a year of increasing revenues, improving profitability while looking to build on our track record of accretive acquisitions.”
Baker continued, “According to Staffing Industry Analysts ("SIA"), it expects that our industry will grow by approximately 6% during 2016. Our pro forma revenue results for 2015, including the benefit of two acquisitions, were $245.8 million*. Consistent with the SIA perspective, I am comfortable that we can achieve 6% growth over our 2015 pro forma revenue in 2016.”
(1) Non-GAAP financial measure. See reconciliation at end for details.
(*) Pro forma revenue and EBITDA includes two and twelve months of D&W Talent, LLC ("DW") and nine and twelve months of Vision Technology Services ("VTS") in 2015 and 2014, respectively. See reconciliation.
Fiscal Year Ended 2015 Results
Revenues for the Fiscal 2015 were $217.5 million, an increase of 25.9% when compared with revenues from the Fiscal 2014 of $172.8 million. The Company reported net income of $5.3 million, or $0.73 per
diluted share for the Fiscal 2015 compared with a net loss of $(0.4) million, or $(0.08) per diluted share for the Fiscal 2014. Gross profit percent was 22.0% for the Fiscal 2015 compared with 20.0% for the Fiscal 2014.
Adjusted EBITDA(1) was $17.9 million, or 8.2% of revenues, for the Fiscal 2015, compared with $11.6 million, or 6.7% of revenues for the Fiscal 2014.
Since 2009, the Company’s consistent business model has been built upon a combination of accretive acquisitions and organic growth -- and it does not routinely separately measure those growth factors. In 2015 there were no acquisitions in either the Multifamily or Commercial segments (combined 60% of total revenues) which together grew revenues organically 12.6%. In 2015 the Company completed two acquisitions in the Professional segment (40% of total revenues) which grew revenues 53.3%.
Conference Call
The Participant Dial-In Number for the conference call is 1-631-891-4304. Participants should dial in to the call at least five minutes before 1:30pm PST (4:30pm EST) on March 7, 2016. The call can also be accessed "live" online at http://public.viavid.com/index.php?id=117881. A replay of the recorded call will be available for 90 days on the Company's website (http://bgstaffing.investorroom.com/). You can also listen to a replay of the call by dialing 1-877-870-5176 (international participants dial 1-858-384-5517) starting March 7, 2016, at 7:30pm EST through March 14, 2016 at 11:59 pm EST. Please use PIN Number 117881.
About BG Staffing, Inc.
Headquartered in Plano, Texas, BG Staffing provides staffing services to a variety of industries through its various divisions. BG Staffing is a temporary staffing platform that has integrated several regional and national brands and is set to achieve scalable growth. The Company’s acquisition philosophy is one that not only brings financial growth, but unique and dedicated talent within the companies. This has led to a strong management team, with tenure and a desire to offer exceptional service to candidates, customers and investors. For more information on the Company and its services, please visit its website at www.bgstaffing.com.
Forward-Looking Statements
The forward looking statements in this press release are made under the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. The Company’s actual results could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties including those listed in Item 1A of the Company’s Annual Report on Form 10-K and in the Company’s other filings and reports with the Securities and Exchange Commission. All of the risks and uncertainties are beyond the ability of the Company to control, and in many cases, the Company cannot predict the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. When used in this press release, the words “believes,” “plans,” “expects,” “will,” “intends,” and “anticipates” and similar expressions as they relate to the Company or its management are intended to identify forward-looking statements. Except as required by law, the Company is not obligated to publicly release any revisions to these forward-looking statements to reflect the events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.
CONTACT:
Terri MacInnis, VP of Investor Relations
Bibicoff + MacInnis, Inc.
818.379.8500
BG Staffing, Inc.
Selected Consolidated Statements of Operations Information
(amounts in thousands, except per-share amounts)
(amounts in thousands, except per-share amounts)
Fourth Quarter | Year-to-Date | |||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Revenues | $ | 66,697 | $ | 42,935 | $ | 217,534 | $ | 172,811 | ||||||||
Gross profit | $ | 14,844 | $ | 8,365 | $ | 47,907 | $ | 34,527 | ||||||||
Sales, general and administrative | $ | 9,461 | $ | 5,697 | $ | 30,390 | $ | 24,084 | ||||||||
Operating income | $ | 3,574 | $ | 1,612 | $ | 11,973 | $ | 5,801 | ||||||||
Income before income tax | $ | 2,440 | $ | 991 | $ | 8,715 | $ | 945 | ||||||||
Net income (loss) | $ | 1,506 | $ | 490 | $ | 5,347 | $ | (429 | ) | |||||||
Net income (loss) per diluted share | $ | 0.20 | $ | 0.08 | $ | 0.73 | $ | (0.08 | ) | |||||||
Weighted average dilutive shares | 7,646 | 6,098 | 7,289 | 5,649 | ||||||||||||
Non-GAAP Financial Measures
The financial results of BG Staffing, Inc. are prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the rules of the U.S. Securities and Exchange Commission. To help the readers understand the Company's financial performance, the Company supplements its GAAP financial results with Adjusted EBITDA.
A non-GAAP financial measure is a numerical measure of a company's financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows of a company. Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered as an alternative to net income, operating income, or any other performance measure derived in accordance with GAAP, or as an alternative to cash flow from operating activities or a measure of our liquidity. We believe that Adjusted EBITDA is a useful performance measure and is used by us to facilitate a comparison of our operating performance on a consistent basis from period-to-period and to provide for a more complete understanding of factors and trends affecting our business than measures under GAAP can provide alone.
We define “Adjusted EBITDA” as earnings before interest expense and related party interest, income taxes, depreciation and amortization expense, non-cash items, and certain items that management does not consider in assessing our on-going operating performance.
Reconciliations of Net Income to Adjusted EBITDA
Thirteen Weeks Ended | ||||||||
December 27, 2015 | December 28, 2014 | |||||||
(dollars in thousands) | ||||||||
Net income | $ | 1,506 | $ | 490 | ||||
Interest expense and related party interest, net | 1,245 | 617 | ||||||
Income tax expense | 933 | 502 | ||||||
Depreciation and amortization | 1,809 | 1,055 | ||||||
Loss on extinguishment of debt and related party debt | — | — | ||||||
Share-based compensation | 121 | 75 | ||||||
Change in fair value of put option | (110 | ) | 4 | |||||
Adjusted EBITDA | $ | 5,504 | $ | 2,743 | ||||
(dollars in millions) | ||||||||||||||||||||||||||||||||
December 27, 2015 | December 28, 2014 | |||||||||||||||||||||||||||||||
BG | DW | VTS | Pro Forma | BG | DW | VTS | Pro Forma | |||||||||||||||||||||||||
Net income (loss) | $ | 5.3 | $ | 0.5 | $ | 2.8 | $ | 8.6 | $ | (0.4 | ) | $ | 2.7 | $ | 3.7 | $ | 6.0 | |||||||||||||||
Interest expense and related party interest, net | 3.0 | — | — | 3.0 | 2.7 | — | — | 2.7 | ||||||||||||||||||||||||
Income tax expense | 3.4 | — | — | 3.4 | 1.4 | — | — | 1.4 | ||||||||||||||||||||||||
Depreciation and amortization | 5.5 | — | 0.1 | 5.6 | 4.6 | — | 0.1 | 4.7 | ||||||||||||||||||||||||
Loss on extinguishment of debt and related party debt | 0.4 | — | — | 0.4 | 1.0 | — | — | 1.0 | ||||||||||||||||||||||||
Share-based compensation | 0.4 | — | — | 0.4 | 1.2 | — | — | 1.2 | ||||||||||||||||||||||||
Change in fair value of put option | (0.1 | ) | — | — | (0.1 | ) | 1.1 | — | — | 1.1 | ||||||||||||||||||||||
Adjusted EBITDA | $ | 17.9 | $ | 0.5 | $ | 2.9 | $ | 21.3 | $ | 11.6 | $ | 2.7 | $ | 3.8 | $ | 18.1 | ||||||||||||||||
Reconciliation of Pro Forma Revenues
December 27, 2015 | December 28, 2014 | |||||||
(dollars in millions) | ||||||||
Revenues | $ | 217.5 | $ | 172.8 | ||||
D&W Talent, LLC | 3.1 | 17.7 | ||||||
Vision Technology Services | 25.2 | 33.2 | ||||||
Pro forma revenues | $ | 245.8 | $ | 223.7 | ||||
Serious News for Serious Traders! Try StreetInsider.com Premium Free!
You May Also Be Interested In
- NACD North Texas Announces New Chapter Officers and Board Member for 2026–2027
- All Thingz Electric Expands EV Charger Installation Services Across South Orange County to Meet Growing Demand
- GSJJ Launches Long-Lasting Custom Neon Signs for Graduation Celebrations
Create E-mail Alert Related Categories
SEC FilingsSign up for StreetInsider Free!
Receive full access to all new and archived articles, unlimited portfolio tracking, e-mail alerts, custom newswires and RSS feeds - and more!
