UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 11, 2003
SPAR Group, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-27824 33-0684451
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
580 White Plains Road, Tarrytown, New York 10591
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (914) 332-4100
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(Former Name or Former Address, if Changed Since Last Report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits:
99.1 Press Release of the Registrant dated August 11, 2003.
Item 12. Results of Operations and Financial Condition.
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On August 11, 2003, 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 three months ended June 30, 2003, 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.
SIGNATURES
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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 12, 2003 By: /s/ CHARLIE CIMITILE
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Charlie Cimitile
Chief Financial Officer
EXHIBIT INDEX
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Exhibit
Number Description
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99.1 Press Release of the Registrant dated August 11, 2003.
CONTACTS: Charles Cimitile
Chief Financial Officer
SPAR Group, Inc.
(914) 332-4100
Roger S. Pondel
PondelWilkinson MS&L
(323) 866-6060
SPAR GROUP REPORTS SECOND QUARTER RESULTS
TARRYTOWN, NY -- AUGUST 11, 2003 -- SPAR Group, Inc. (NASDAQ:SGRP)
today reported financial results for the second quarter and six months ended
June 30, 2003.
Net income for the 2003 second quarter amounted to $608,000, equal to
$0.03 per share, on net revenues of $17.4 million. For the comparable prior year
period, the company recorded net income of $1.1 million, or $0.06 per share, on
net revenues of $17.5 million.
For the 2003 year-to-date period, net income advanced 21.5% to $1.9
million, equal to $0.10 per share, from $1.6 million, or $0.08 per share, a year
ago. Net revenues for the first half of 2003 rose 7.4% to $36.1 million from
$33.6 million last year.
The company said results for the quarter were impacted primarily by
external economic factors affecting the retail sector.
"The second quarter was challenging for retailers throughout the
nation, and, hence, for most of our customers," said Bob Brown, SPAR Group's
chairman and chief executive officer. "In turn, our customers utilized our
services to a lesser degree, restraining our revenues and impacting earnings.
Additionally, costs associated with the completion earlier in the year of two
acquisitions and a restructuring of our field organization also impacted
results. The acquisitions, as
(more)
Los Angeles New York Atlanta Boston Portland
SPAR Group, Inc.
2-2-2
well as the field organization restructuring, however, are expected to
positively contribute to our performance in the future. However, if these
revenue challenges continue during the 3rd and 4th quarter, the Company would
fall short of our previously announced goal of $0.33 in earnings per share for
2003."
"Our business base remains strong, and the company's foundation is
solid," Brown said. "We are intensifying our marketing efforts, paying close
attention to costs and getting our message across to existing and prospective
clients that SPAR's unique merchandising expertise can help enhance their sales
and profitability."
SPAR Group, Inc. is a diversified marketing services company, providing
a broad array of productivity enhancing products and services to help Fortune
1000 companies improve their sales, operating efficiency and profits. The
company provides in-store merchandising, database and research services to
general retail, mass market, drug, and grocery chains both, throughout the
United States and internationally.
Certain statements in this news release are forward-looking, including, but not
limited to, benefits from the company's two acquisitions completed earlier in
the year and from the field organization restructuring, and involve a number of
risks and uncertainties (both known and unknown). 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's selling and marketing
functions, continued customer satisfaction and contract renewal, new product
development and marketing, continued technological superiority over its
competitors, continued availability of capable dedicated personnel, continued
cost management, the success of its international efforts, and other factors, as
well as by factors applicable to most companies such as general economic,
competitive and other business and civil conditions. Information respecting
certain of these and other factors that could effect 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)
SPAR GROUP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
(In thousands, except per share data)
Three Months Ended Six Months Ended
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June 30, June 30, June 30, June 30,
2003 2002 2003 2002
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Net Revenues $ 17,351 $ 17,542 $ 36,090 $ 33,588
Cost of revenues 11,146 10,591 22,397 20,342
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Gross profit 6,205 6,951 13,693 13,246
Selling, general and administrative expenses 4,768 4,675 9,711 9,642
Depreciation and amortization 399 460 777 877
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Operating income 1,038 1,816 3,205 2,727
Interest expense 72 38 140 86
Other (income) expense (10) 52 28 134
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Income before provision for income taxes 976 1,726 3,037 2,507
Provision for income taxes 368 657 1,151 956
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Net Income $ 608 $ 1,069 $ 1,886 $ 1,551
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Net Income per common share (basic/diluted) $ 0.03 $ 0.06 $ 0.10 $ 0.08
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Weighted average common shares - basic 18,858 18,593 18,850 18,592
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Weighted average common shares - diluted 19,538 19,021 19,447 19,021
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SPAR GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited)
(In thousands, except share and per share data)
June 30, December 31,
2003 2002
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ASSETS
Current assets:
Cash and cash equivalents $ - $ -
Accounts receivable, net 19,504 17,415
Prepaid expenses and other current assets 1,208 783
Deferred income taxes 707 903
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Total current assets 21,419 19,101
Property and equipment, net 2,267 1,972
Goodwill 8,100 7,858
Deferred income taxes 648 705
Other assets 677 121
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Total assets $ 33,101 $ 29,757
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LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 958 $ 422
Accrued expenses and other current liabilities 5,229 6,097
Accrued expense due to affiliates 1,535 958
Restructuring charges, current 772 1,354
Due to certain stockholders - 3,951
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Total current liabilities 8,494 12,782
Line of credit 6,648 148
Restructuring charges, long-term - 235
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--18,858,972 - June 30, 2003 and
18,824,527 - December 31, 2002 189 188
Treasury Stock (582) (30)
Additional paid-in capital 10,951 10,919
Retained Earnings 7,401 5,515
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Total stockholders' equity 17,959 16,592
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Total liabilities and stockholders' equity $ 33,101 $ 29,757
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