SPAR Group, Inc. (SGRP) Earnings Call Transcript & Summary

Good morning, and welcome to the SPAR Group's Third Quarter 2022 Financial Results Conference Call. [Operator Instructions] Please note, this event is being recorded. I would now like to turn the conference over to Phillip Kupper with Three Part Advisors. Please go ahead.

Thank you, operator, and good morning, everyone. We appreciate you joining us for the SPAR Group, Inc.'s conference call to review third quarter results for 2022. Joining me on the call today are SPAR's Chief Executive Officer, Mike Matacunas; and the company's Chief Financial Officer, Fay DeVriese. This call is also being webcast and can be accessed through the audio link on the Events and Presentations page of the Investor Relations section at investors.sparinc.com. Information recorded on this call speaks only as of today, November 14, 2022, so please be advised that any time-sensitive information may no longer be accurate as of the date of any replay or transcript reading. I would also like to remind you that the statements made in today's discussions that are not historical facts, including statements or expectations or future events or future financial performance, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements, by their nature, are uncertain and outside of the company's control. Actual results may differ materially from those expressed or implied. Please refer to the earnings press release that was issued today for our disclosures on forward-looking statements. These factors and other risks and uncertainties are described in detail in the company's filings with the Securities and Exchange Commission. Management may also refer to non-GAAP financial measures, and reconciliations to the nearest GAAP measures can be found at the end of our earnings release. SPAR Group assumes no obligation to publicly update or revise any forward-looking statements. Finally, the earnings press release we issued earlier today is posted on the Investor Relations section of our website at sparinc.com. A copy of the release has also been included in an 8-K submitted to the SEC. And now I would like to turn the call over to the company's CEO, Mike Matacunas. Mike?

Thank you, Phillip, and good morning, everyone. I'm pleased to share our third quarter results and comment on our progress on a number of initiatives. At the end of our prepared remarks today, we will open the line for questions from analysts and institutional investors. Total revenue for the third quarter was $70 million. This reflects a 4% increase year-over-year on a reported basis. On a constant currency basis, total revenue grew by 7% over the year ago quarter. As a reminder, we report in 3 segments: Americas, EMEA and Asia Pacific or APAC. I will comment on each one, first on a reported basis and then on a constant currency basis or on an organic basis, which excludes the impact of foreign exchange. Our Americas segment reported record revenue of $53.7 million, an increase of 7.8%. And the Americas grew organically or on a constant currency basis by 8.1% during the third quarter. In addition to the United States, the Americas division includes Brazil, Mexico and Canada. Within the Americas, the U.S. grew by 13% and delivered a record $32.5 million in revenue. Our core merchandising services business grew by 15.5% in the third quarter with the addition of new clients and expansion in our current client agreements. This is on top of 6.1% growth in 2021 to comprise a 21.6% 2-year stacked growth in our domestic business. Our resets and remodels business continued to expand in the third quarter and grew by a strong 62% over prior year. Momentum continues as we are working with more than 20 of the largest retailers in the country often as a preferred partner to help them reset categories open stores, remodel locations and renovate. We remain bullish on the growth of our remodel business as the industry continues to invest and reinventing physical stores across key segments such as big box, discount, drug and convenience. Our Brazil joint venture reported record revenue growth of 13.3% in the third quarter, essentially the same as our 13.5% organic expansion. This strength is based on winning new business and expanding current client agreements. In addition, we grew EBIT for our Brazil venture by 15.3%. The Brazilian reais has been relatively stable over the last several months. Therefore, these numbers are largely the same in constant currency. Our EMEA segment representing our joint venture in South Africa reported revenue of $8.9 million, down 7.3% and on a constant currency basis expanded by 8.3% over the prior year quarter. We've won new clients, renewed large multiyear agreements and increased EMEA EBIT on a reported basis by 14.7%. Organically, EBIT for EMEA grew by a strong 41% over last year's quarter. Asia Pacific segment reported revenue of $7.1 million, which represents a decline of approximately $774,000 or 9.8%. On a constant currency basis, total revenue improved by 0.4% based on the mix of the China revenue decline of 1.8%, Japan decline of 7.5%, offset by organic growth in Q3 of 1.5% in India and a strong 134% increase in Australia, albeit small numbers for this joint venture. We continue to watch the APAC market. It makes up approximately 10% of our overall revenue, but is immaterial to our bottom line. Therefore, we are exploring alternative approaches to improve the leverage of these businesses and ensure we are focused on delivering value for our clients and shareholders. With a solid organic revenue performance in the quarter of over 7%, let's turn our attention to gross margin. Our third quarter gross margin was 18.4% compared to 18.7% last year. Our Americas segment, which represented 77% of the total business in the quarter compared to 74% last year, maintained gross margin at 17.2%, same as last year. We continue to focus on pricing, productivity and leverage of technology during the quarter. Our EMEA segment reported a strong 23.4% gross margin, an improvement of 370 basis points. We worked hard on merchandise our productivity and margin enhancement initiatives this year. I am pleased that this is reflected in our third quarter number. The countries that make up APAC for us: China, Japan, India and Australia combined, delivered a gross margin of 21.2%, down 590 basis points from the prior year same period. While a small dollar part of our gross profit, the 29% drop year-over-year in gross margin dollars from APAC lowered the consolidated gross margin percent. As I've noted several times, we'll continue to focus on gross profit, and I'm pleased with the results to date. I believe there's more opportunity to improve margins, and we'll continue our pursuit of this. Relative to operating income, we reported consolidated operating income of $1.7 million. There are a number of onetime expenses related to our strategic alternatives announcement, including accounting, consulting, investment banking and other expenses that impacted our operating income for the quarter. Combined with negative operating income from our APAC business, our operating income is down 35% from last year's same period. As I noted in the press release, I expect these expenses and effects would be temporary in nature, while we stay focused on growing the top line, improving gross profits and creating more operating leverage. After Fay covers the detailed financial results for third quarter and first 9 months of 2022, I will come back and share additional thoughts on our business and progress. With that, I would like to turn the call over to Fay DeVriese, our Chief Financial Officer, to review our results.

Thank you, Mike, and good morning, everyone. SPAR Group operates under 3 segments: Americas, APAC and EMEA. Americas is comprised of the United States, Canada, Mexico and Brazil. APAC is comprised of China, Japan, Australia and India. And finally, EMEA is comprised of South Africa. We have included a new segment table in our press release that includes revenues and operating incomes for each of our segments. Third quarter 2022 net revenues totaled $69.8 million, an increase of 3.6%, which includes $53.7 million of revenues from the Americas, $8.9 million from EMEA and $7.1 million from APAC. As the U.S. dollar strengthened against other currencies this quarter and year, a number of our international businesses, particularly in Japan and South Africa, suffer from significant foreign exchange adjustments. Excluding the foreign exchange impact, our third quarter revenues improved by 7.2% on a constant currency basis. By segment for Q3, the Americas revenues increased over the year ago quarter by 7.8% or 8.1% on a constant currency basis; and EMEA Q3 revenue decreased by 7.3% but increased 8.3% on a constant currency basis; and APAC Q3 revenue decreased by 9.8% and was up 0.4% on a constant currency basis. As Mike has mentioned earlier, our Americas segment revenues increase was primarily driven by positive momentum from our reset and remodel work in the U.S. and Brazil. The revenues decrease in EMEA was due solely to negative foreign exchange impacts for our South African business. In constant currencies, EMEA revenues would have been up 8.3% compared to Q3 last year. Headwinds in APAC for the quarter was due to pandemic-related lockdowns in both China and Japan along with foreign currency pressures impacting Japan. Australia's revenues were strong, but the numbers are small and did not offset pressure results for other countries for APAC. Third quarter gross profit was $12.8 million or 18.4% of revenues compared to $12.6 million or 18.7% of revenues in the prior year quarter. Selling, general and administrative expenses for the third quarter totaled $10.6 million or 15.2% of revenue compared to $9.4 million or 14% of revenues in the prior year quarter. SG&A increases were primarily due to increased marketing and noncapital IT investments, as well as consulting and Board-related fees. Third quarter operating income was $1.7 million versus operating income of $2.7 million in the prior year quarter. Net loss attributable to SPAR Group, Inc. for Q3 was $32,000 compared to a net income of $1.2 million or $0.06 per share in the year ago quarter. Adjusted net income attributable to SPAR Group, Inc. in the quarter was $212,000 or $0.01 per share compared to $1.4 million or $0.07 per share in the year ago quarter. Consolidated adjusted EBITDA in the 2022 third quarter was $2.5 million compared to $3.5 million in the prior year quarter. Q3 adjusted EBITDA attributable to SPAR Group, Inc. was $1.2 million compared to $2.4 million in the prior year quarter. You can find the GAAP to non-GAAP reconciliations from management's financial measures at the end of today's press release. For the first 9 months of 2022, net revenues were $196.6 million, up 0.5% from the year ago period. For the segments, year-to-date revenues were $150 million for the Americas, representing 76% of total revenues; EMEA was $27.3 million or 14% of total revenues; and APAC was $19.4 million or 10% of revenues. Gross profit for the first 9 months was $37.6 million or 19.1% of revenues compared favorably to $36.8 million or 18.8% of revenues in the prior year period. Gross margin increased 30 basis points. The improvement was due to strength in the Americas, up 80 basis points; and EMEA gross margin was up 250 basis points due to successful improvement actions and favorable mix shift in certain markets. Despite strength in the other 2 segments, APAC negatively impacted margin by 460 basis points due to pandemic lockdowns throughout the period. SG&A expenses were $30 million or 15.2% of revenues compared to $28 million or 14.3% of revenues in the prior year 9 months primarily due to a rebound of business from the pandemic. Year-to-date through Q3, operating income was $6.1 million or 3.1% versus $7.3 million or 3.7% in the year ago period. For the first 9 months, net income attributable to SPAR Group, Inc. was $1.8 million or $0.08 per share compared to $2.6 million or $0.12 per share in the year ago period. Excluding the noncontrolling interest, adjusted net income attributable to SPAR Group, Inc. was $2 million or $0.09 per share compared to $3.2 million or $0.15 per share in the year ago period. Consolidated adjusted EBITDA for the first 9 months was $7.9 million, compared to $9.7 million in the prior year. Excluding the noncontrolling interest, adjusted EBITDA attributable to SPAR Group, Inc. was $4.9 million compared to $6.5 million in the prior year. You can find the GAAP to non-GAAP reconciliations of management's financial measures at the end of today's press release. Now turning to the company's financial position as of September 30, 2022. The company's balance sheet remains strong and total worldwide liquidity at the end of third quarter was $15.3 million, with $12.1 million in cash, cash equivalents and restricted cash and $3.2 million of unused availability as of September 30, 2022. The company's working capital as of September 30 was $24.7 million and the accounts receivable balance was $66 million. Finally, for the 3 month's period ended September 30, 2022, we repurchased 74,000 shares of SGRP common stock under our Board authorized share repurchase program. With that, I would like to turn it back to Mike.

Thank you, Fay. On September 8, we announced that the Board had initiated a process to evaluate potential strategic alternatives to maximize shareholder value. This process includes a full range of options, including a sale, merger divestiture going private as well as other potential value creation opportunities to accelerate our growth and return profile as a publicly traded company. The management team is fully engaged with the Board on exploring ways to unlock value for the shareholders of SPAR. We have not set a timetable for the conclusion of this review, and I do not have an update today. So I will not be answering questions related to the company's strategic alternatives process after our remarks. As always, we remain optimistic about our business prospects, especially given the macro environment going into the holidays. Our business has not slowed, our pipeline is robust, and we have been successfully taking share from our competitors. While we recognize consumer confidence is low in the U.S. market and interest rates are rising globally, we do not expect this to have a meaningful impact on our plans. We work with brands and retailers and segments that are needed in any economic environment. The list of our largest 10 clients includes those in the discount retailing market, larger box retailers were opening stores today, brands that sell consumable products that people need every day, food products, pharmacies and more. Most of these companies have been announcing comparable sales growth and expansion. At the same time, we've begun discussions with a number of clients and prospects that are under commodity price pressures and margin challenges and would like to explore how SPAR can provide them leverage. For those with large field organizations, they are asking us about syndicated models that share expenses, better use of technology to capture insights to make targeted visits and multi-country agreements that can create leverage for them. For our retail clients that are expanding, we are talking with them about regional and national capabilities that can accelerate their plans to capture more market share. Our growth in our resets and remodel business year-over-year is an example of this. This point of our U.S. business grew 62% compared to the same period last year. We are working with large retailers in the U.S. and Canada to help them prepare new stores and renovate current stores. I'd like to give you more insight in this business to give you a sense of the opportunity ahead. In May, the National Retail Federation published an article titled, U.S. retailers announced nearly 7x as many store openings as closings in the first quarter of 2022. They noted that consumers are returning to stores as the pandemic eases. They also noted that the openings are concentrated in discount, dollar, auto parts and off-price sectors. In short, these are our clients. At SPAR, this presents us continued opportunity. When a retailer plans to build or open a store, they do not have any staff. In fact, most retailers don't hire the staff to work in the store until a few weeks before the grand opening. However, the fixtures, signage and product begin arriving sooner than this. So you need people who know how to set up a fixtures, prepare a store and merchandising. Now most large retailers who are growing have key resources and select teams who travel to do this. However, does it make any sense for retail to hire people all over the country when they're opening stores in specific locations. They will keep a small concentration of resources, but they look for experienced merchandising partners to scale. As a result, they have been turning to SPAR for help, with our decades of experience working in stores to merchandise, set categories and promotions. Combined with our national reach, we are perfectly positioned to support new store openings. While that is more than enough work to scale a large business, there is a constant flow of store innovation work going on at the same time. Retailers are constantly renovating. Let me frame this as an experienced retail executive. There is a general rule of thumb in retail that you should touch the store every 5 to 7 years. You've all seen stores that have gone too long without care, and you allow the store to get run down, customers stop coming, become self-fulfilling. As a result, you need to be constantly carrying forward investing in your stores. Within this 5- to 7-year window, you typically have 3 tiers of renovation. First tier is moving categories around painting, replacing carpet tiles, perhaps changing out some lighting. I'm confident you've walked in the store noticed this type of activity. We provide the resources to move categories of product in the store, set new end caps and promotional fixtures, sometimes move product at night for the general contractor and then move it back before the store opens in the morning. The second tier is a little more significant. You might close the store for a few weeks while you install new fixtures, polish the concrete floor, add coolers, change out the HVAC unit, et cetera. You've seen this with signs in the window that say, we'll be back soon or visit us at our store down the street sides. Again, more opportunities for SPAR with our ability to provide teams of resources with experience to ensure the store closure is as brief as possible. The third tier is when the retailer wants to move the store or remodel it bottom to top. While this seems extreme for most retailers a fully renovated store, even if it hasn't moved towards positive comparable sales within the first few months, and the return on investment is generally strong. This example we provide teams of people for several weeks at a time in all parts of the country to hit the dates and help our clients open the most compelling and successful store possible. We're involved in setting fixtures, signage, product displays and preparing most anything that is not screwed down. I noted in my second quarter comments that we also successfully launched this capability in Canada in 2022. In the first 6 months of launching this service in Canada, we have been awarded several millions dollars of new work, began working with 2 new large clients. Our only constraint to grow this piece of business is access to labor because the team's travel to sites, stay for periods of time and it requires time to develop skills. We've invested in recruiting resources dedicated to identifying this future SPAR team member. Our track record to date has been quite good, and we are tracking our contact higher conversion rate weekly to ensure we are tracking the right talent and leveraging all of the appropriate technology. As an experienced retail executive, I am pleased to see the consumer returning to the stores. But as you know, supporting online is also important, and this is part of our work at SPAR. We announced our intent to provide resources to support distribution centers last year. The intent was twofold. First, it would provide demand for SPAR resources during the fourth quarter, which is typically slower in stores than the rest of the year. Second, it would engage SPAR more deeply based on our strengths and the growth of online retail. As I shared last quarter, this has begun to bear fruit. I'm pleased to say that we now have more than 200 people working in distribution centers to help fulfill online orders, retailers for this holiday season. In addition to providing research and distribution centers to support online order picking, we continue to test access to crowd-sourced images and artificial intelligence with our clients. We believe our role is to innovate, test and learn and stay ahead of the marketplace. This is deep rooted in our culture. Now let me make a few comments about our pipeline and opportunities. As I noted earlier, we are not seeing a softening of the business. We closed 8 multimillion dollar deals in the third quarter in addition to many other million dollars or smaller contracts. A typical profile for 1 of these large agreements is either replacing a competitor and providing in-store merchandising across the geography, we're assuming responsibilities for a number of store remodels. Beyond the third quarter results, we have several active multimillion dollar opportunities in our pipeline across the U.S., Brazil, South Africa and Mexico. The health of our pipeline also reflects our improved ability to expand client relationships across border. This is something that is unique to SPAR in our marketplace. We closed more than $10 million of new business in the third quarter as a direct result of our quality of service and relationship in 1 country that ceded the opportunity in another. In 1 example, we traveled a team to a second country to train and develop the capabilities and earn the right to perform more work going forward. This type of global engagement is a differentiator for us. I traveled in this third quarter to Japan, Canada and South Africa; in every country, executives want to learn best practice and capture ideas from other parts of the world. This is inside SPAR can bring to prospects and clients unlike any other business. As you may know, I have held international retail roles, built the international services business, and I'm constantly learning from global markets. The technology and ideas in Japan are different than those in the U.S. The multilayered ecosystem of retail in South Africa forces you to rethink about merchandising differently. These learnings and insights we glean from our global footprint give us an advantage in the market. While we experience fluctuations in our financials from exchange rate variances, my view is this is a small price to pay for access to new ideas, insights and processes that can help SPAR win on behalf of all of our shareholders in constitutes. An area where we have aggressively leaned into this is retail analytics. We've invested in resources offshore through our India business to expand our business insights and analytics offering. We've taken lessons learned from the best branded retailers in the world while capturing data from every visit to provide insights to opportunities and performance challenges for our clients. These resources support our business and clients in multiple countries. We also believe that application of artificial intelligence over the 14 million pictures we capture each year, is important, provides previously impossible insights. We began with our partner, ParallelDots earlier this year to apply image recognition, and we now have expanded this by applying AI tools on top of our SPARview images to sell broader business challenges. This is just the beginning of our expanded analytics and insights work. We have much more to come. I have said before that our business isn't recession-proof, but when retail and consumer goods brand manufacturers are under pressure, we are potentially relief out. They can reduce the full-time expense in their P&L and look for a partner like SPAR for leverage while maintaining a high level of service and excellent execution. We are privileged to work with some of the best companies in the world such as Dollar Tree, Walmart, Reckitt Benckiser, Motorola, Cargill, McKesson, Advanced Auto, P&G and many, many more. We aspire to earn more of their business while winning new clients and pursuing our long-term vision to be the most creative, energizing and effective merchandising marketing distributing -- distribution services business on the planet. Let me wrap up my comments by thanking our team and recognizing their dedication and commitment each day. I'm grateful that I get to work with this incredible group of people and look forward to a bright future together. With that, I'd like to open the line up for questions. Operator?

[Operator Instructions] And our first question will come from Theodore O'Neill of Litchfield Hills Research.

My first question is about revenue in the Americas. The -- it looks like it's accelerating a little bit. Your year-over-year comparisons in Q1 was down 4.9%, it was up 3.9% in the second quarter, now it's up 7.8% in the third quarter. Is there -- are there market share gains going on there? Or is this just comparisons to COVID periods that were artificially lower?

First of all, Theo, thank you for the question. It's a little bit of both. So as you would expect, early in 2021, we were still coming out of some of the COVID impact that slowed, I think, fundamentally, everyone in our space in 2020, and then extended into the early 2021 period. However, we really feel quite bullish about the new contracts we're winning and extensions to client agreements that we already have. So my sense is, particularly in Brazil, the U.S. and Canada in the last 6 months, we have begun to take share from competitors and are winning some deals that are really exciting for us. And I hope that -- still that continue for another several quarters.

Okay. My next question is on the input side. Are you seeing any inflationary impacts or COVID lockdowns in China that are having an impact on the day-to-day business?

We've continued to see in the third quarter impact from COVID lockdowns in China and continued impact and more than expected actually in the third quarter in Japan. Again, these are not large bottom line contributors fundamentally to the business. But Japan, as you look in the country data was off on revenue before you deal with the exchange rate, 27%, I think it was down. There are sort of restrictions to meetings you can have and restrictions about people going into stores and doing merchandising work in Japan and throughout the country. China has continued to maintain a 0-tolerance policy and it has had an impact on our bottom or EBIT. So if you look at the consolidated operating income for the impact of EBIT from China was about $304,000. So we're still looking at that carefully the potential long-term impact of that over our business and make sure that we're doing everything we can for the merchandisers as well as the business and shareholders. I don't think we're through all of that yet, Theo. I think China's policy remains the same. I think the highlight for us, though, is that it's a small and material piece of the bottom line.

Okay. And my last question is about the SG&A increases that were primarily due to increased marketing and noncapital IT investments as well as consulting and Board-related fees here in your prepared remarks. Is that going to continue into Q4?

Yes. Thank you for bringing that up. There probably could have been stated in reverse order. The fees related to the strategic alternative process that involves, as I mentioned, consulting and accounting and a number of other things. Frankly, were a significant impact on our SG&A in the third quarter. I expect some of those to continue in the fourth quarter, but it was more material in the third quarter than I think we'll see in the fourth.

The next question comes from Michael Kay of Kay Associates.

Unless I'm mistaken, it's -- when I looked into your balance sheet, it seems the current assets and current liabilities are about the same. Doesn't that puts the company in a precarious position financially, maybe you could elaborate.

Michael, I'm not sure I'm clear on your question.

On your balance sheet, it says current liabilities and current assets, they seem to be more or less the same. But I would think that would put the company in a precarious position financially or somewhat.

Well, I'll comment for a moment, then Fay, maybe I could ask you to comment more specifically to Michael's point. Mike, I feel quite comfortable with the company's financial position at the moment. We run on a revolver on an ABL with a receivable and the more we grow, the more it may appear that way in the balance sheet, but that's actually healthy for us over time. But Fay, can you comment maybe to make sure Michael's question best we can is answered.

Yes, of course. So on the prepaid side, the increase is driven by the Brazil tax provision, as you can see in the income as well. As Mike mentioned, Brazil has been very profitable. So the tax provision is higher than what we're seeing and that got posted into the asset. Now on the accrual liability side, it's actually -- it's a function of accounting changes. As you recall last year, we have booked a $4.5 million of the change in control agreement and it reclass got down to the paying capital. So it's more of a noncash balance sheet movement in the cash itself. And kind of to Mike's point, we're not concerning over the cash position that we're in today.

Okay. That's helpful. The other question is, it seems that there's not that much competition in terms of what SPAR does. And all over the world, you have tremendous expertise and good insights into the retailing market and situation. Are you doing anything to make the company and what it's doing more known to the Wall Street community?

Michael, certainly to the Wall Street community beginning after we resolved our issues that -- and Fay just referred to the CSC in January 25, we put out an 8-K to explain that resolution. I and Fay have been very active with our Investor Relations partner talking one-on-one with investors. We've been to investor conferences and have been doing as much as we can to get continued visibility to the company to Wall Street. And we'll continue to do that.

Okay. Maybe when the numbers improve further, that will be helpful, too.

The next question comes from Maj Soueidan of GeoInvesting.com.

I have one quick question. You talked about signing up some multiple deal -- multimillion-dollar deals in the quarter. I'd like to understand how that relationship works overtime. Do you book revenue right away? Does that revenue come in the future quarters? So maybe you could help maybe shed some color on how that works.

Yes, absolutely. It's -- thanks for your question. It is -- these agreements are signed, so it's a commitment for typically 1, 2 or occasionally 3 years' time, which allows us to engage or hire if we don't already have them or share them in a syndicated ways the resource we have, but then the revenue comes quarter after quarter from there. So we earn it each quarter. And occasionally, it can grow in size. But typically, the contracts are never less than what we originally agreed to and that revenue we generate.

Great. So the contracts you signed this quarter haven't hit the income statement yet, while you're coming in...

That's correct. And let me -- I'll add something to that, too, by the way. Some of the agreements we've been signing recently are actually will begin to really materialize in 2023. So more to come. Yes.

This concludes our question-and-answer session. I would like to turn the conference back over to Michael Matacunas for any closing remarks.

Operator, thank you again for the -- not slaughtering my last name as most people do at the conclusion. I just want to thank everybody for your interest in the company and listening to our earnings conference call today. I look forward to providing an update of our progress when we report fourth quarter results after the first of the year. Thank you, again.

The conference has now concluded. Thank you for attending today's presentation, and you may now disconnect.