Q3 2022 Overview
- Revenue increased by 39.2% to
$66.1M as compared with$47.5M in the prior year period, or an increase of 44.3% on a constant currency basis - Gross profit was
$12.3M , an increase of 28.1% from$9.6M in the prior year period, or an increase of 30% on a constant currency basis - Operating income was
$500K for the quarter as compared with operating income of$470K in the prior year period - Net income was
$1.0M for the quarter as compared with net income of$8.7M in the prior year period. Excluding the$9.5 million PPP loan forgiveness in the prior year, we showed significant improvement - EBITDA for the quarter was
$3.0M vs.$10.5M in the prior year period. Excluding the$9.5 million PPP loan forgiveness in the prior year, we again showed significant improvement - Adjusted EBITDA was
$3.1M million as compared with$1.5M million in the prior year period - Fully diluted EPS was
$0.43 as compared with$6.89 in the same period last year
Nine Month 2022 Overview
- Revenue increased by 19.1% to
$175.1M as compared with$147.0M for the nine months endedOctober 2, 2021 . On a constant currency basis, the increase was 22.3% - Gross profit was
$31.4M , an increase of 17.9% from$26.7M for the nine months endedOctober 2, 2021 . On a constant currency basis, the increase was 20% - Loss from operations was (
$1.2M ) as compared with a loss of ($1.3M ) in the prior year period - Net loss was (
$3.5M ) as compared with net income of$14.9M in the prior year period. Excluding the$19.6 million PPP loan forgiveness in the prior year, we narrowed our loss by$1.2M - EBITDA for the period was
$1.7M vs.$20.5M in the prior year period. Excluding the$19.6 million PPP loan forgiveness in the prior year, we improved by$900K - Adjusted EBITDA was
$5.3 million vs.$4.0 million in the prior year period - Fully diluted EPS was (
$1.80 ) as compared with$13.40 in the same period last year
“This quarter also marked the first full quarter of contribution from our recent acquisition of
“I am also very pleased with the progress we have made in our capital structure. We have reduced our fixed term debt to
“Our buy-integrate-build strategy is beginning to pay dividends, and we anticipate continued revenue growth and margin improvements as we move towards our long-term goals,” concluded
About
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Forward-Looking Statements
This press release contains forward-looking statements, which may be identified by words such as "expect," "look forward to," "anticipate," "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Forward-looking statements are not guarantees of future performance, are based on certain assumptions and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company's control, and cannot be predicted or quantified; consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, without limitation, our ability to retain our listing on the Nasdaq Capital Market; market and other conditions; the geographic, social and economic impact of COVID-19 on the Company’s ability to conduct its business and raise capital in the future when needed; weakness in general economic conditions and levels of capital spending by customers in the industries the Company serves; weakness or volatility in the financial and capital markets, which may result in the postponement or cancellation of customer capital projects or the inability of the Company’s customers to pay the Company’s fees; the termination of a major customer contract or project; delays or reductions in
Investor Relations Contact:
CoreIR
516-386-0430
mattb@coreir.com
Condensed Consolidated Statements of Operations
(All amounts in thousands, except share and per share values)
(Unaudited)
QUARTERS ENDED | NINE MONTHS ENDED | |||||||||||||||
Revenue | $ | 66,120 | $ | 47,501 | $ | 175,066 | $ | 146,982 | ||||||||
Cost of Revenue, excluding depreciation and amortization stated below | 53,795 | 37,877 | 143,709 | 120,324 | ||||||||||||
Gross Profit | 12,325 | 9,624 | 31,357 | 26,658 | ||||||||||||
Operating Expenses: | ||||||||||||||||
Selling, general and administrative expenses | 11,043 | 8,463 | 30,416 | 25,811 | ||||||||||||
Depreciation and amortization | 787 | 688 | 2,140 | 2,122 | ||||||||||||
Total Operating Expenses | 11,830 | 9,151 | 32,556 | 27,933 | ||||||||||||
Income (Loss) From Operations | 495 | 473 | (1,199 | ) | (1,275 | ) | ||||||||||
Other (Expenses) Income: | ||||||||||||||||
Interest expense and amortization of debt discount and deferred financing costs | (1,127 | ) | (1,006 | ) | (3,030 | ) | (3,432 | ) | ||||||||
Re-measurement (loss) gain on intercompany note | 1,009 | (315 | ) | — | (219 | ) | ||||||||||
PPP forgiveness gain | — | 9,504 | — | 19,609 | ||||||||||||
Other income (loss), net | 717 | 188 | 738 | 292 | ||||||||||||
Total Other Income (Expenses), net | 599 | 8,371 | (2,292 | ) | 16,250 | |||||||||||
Income (Loss) Before Benefit from Income Tax | 1,094 | 8,844 | (3,491 | ) | 14,975 | |||||||||||
Benefit (Provision) from Income taxes | (62 | ) | (131 | ) | (65 | ) | (102 | ) | ||||||||
Net Income (Loss) | 1,032 | 8,713 | (3,556 | ) | 14,873 | |||||||||||
Dividends - Series E Preferred Stock - related party | — | — | — | 319 | ||||||||||||
Dividends - Series E-1 Preferred Stock - related party | — | — | — | 192 | ||||||||||||
Dividends - Series G Preferred Stock - related party | — | 43 | — | 166 | ||||||||||||
Dividends - Series G-1 Preferred Stock - related party | — | 40 | — | 118 | ||||||||||||
Deemed Dividend | — | — | — | 1,798 | ||||||||||||
Earnings allocated to participating securities | — | (1,077 | ) | — | (1,763 | ) | ||||||||||
Net Income (Loss) Attributable to Common Stockholders | $ | 1,032 | $ | 7,553 | $ | (3,556 | ) | $ | 10,517 | |||||||
Net Income (Loss) Attributable to Common Stockholders - Basic | $ | 0.43 | $ | 7.00 | $ | (1.80 | ) | $ | 14.26 | |||||||
Weighted Average Shares Outstanding – Basic | $ | 2,401,961 | 1,079,050 | 1,980,398 | 737,729 | |||||||||||
Earnings allocated to participating securities– Diluted (Footnote 3) | $ | 1,032 | $ | 7,636 | $ | (3,556 | ) | $ | 11,312 | |||||||
Earnings Income (Loss) per Share Attributed to Common Stockholders - Diluted | $ | 0.43 | $ | 6.89 | $ | (1.80 | ) | $ | 13.39 | |||||||
Weighted Average Shares Outstanding – Diluted | 2,401,961 | 1,107,910 | 1,980,398 | 844,929 | ||||||||||||
The accompanying notes are an integral part of these unaudited condensed financial statements.
STAFFING 360 SOLUTIONS AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All amounts in thousands except share and par values)
As of | As of | |||||||
ASSETS | (Unaudited) | |||||||
Current Assets: | ||||||||
Cash | $ | 1,753 | $ | 4,558 | ||||
Accounts receivable, net | 29,864 | 20,718 | ||||||
Prepaid expenses and other current assets | 3,227 | 988 | ||||||
Total Current Assets | 34,844 | 26,264 | ||||||
Property and equipment, net | 1,262 | 865 | ||||||
27,696 | 23,828 | |||||||
Intangible assets, net | 16,614 | 13,649 | ||||||
Other assets | 6,465 | 3,506 | ||||||
Right of use asset | 8,693 | 5,578 | ||||||
Total Assets | $ | 95,574 | $ | 73,690 | ||||
LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | ||||||||
Current Liabilities: | ||||||||
Accounts payable and accrued expenses | $ | 16,005 | $ | 12,532 | ||||
Accrued expenses - related party | 215 | 216 | ||||||
Current portion of debt | 345 | 9,223 | ||||||
Accounts receivable financing | 19,113 | 15,199 | ||||||
Leases - current liabilities | 1,010 | 1,006 | ||||||
Earnout liabilities | 8,344 | 4,054 | ||||||
Other current liabilities | 3,573 | 2,503 | ||||||
Total Current Liabilities | 48,605 | 44,733 | ||||||
Long-term debt | 9,016 | 279 | ||||||
Redeemable Series H preferred stock, net | 8,340 | — | ||||||
Leases - non current | 8,477 | 4,568 | ||||||
Other long-term liabilities | 829 | 785 | ||||||
Total Liabilities | 75,267 | 50,365 | ||||||
Commitments and contingencies | — | — | ||||||
Stockholders' Equity: | ||||||||
Preferred stock, | ||||||||
Series J Preferred Stock, 40,000 designated, | ||||||||
Common stock, | 1 | 1 | ||||||
Additional paid in capital | 110,968 | 107,183 | ||||||
Accumulated other comprehensive (loss) income | (3,085 | ) | 162 | |||||
Accumulated deficit | (87,577 | ) | (84,021 | ) | ||||
Total Stockholders' Equity | 20,307 | 23,324 | ||||||
Total Liabilities and Stockholders' Equity | $ | 95,574 | $ | 73,690 | ||||
The accompanying notes are an integral part of these unaudited condensed financial statements.
STAFFING 360 SOLUTIONS AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(All amounts in thousands)
(UNAUDITED)
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||
Net (Loss) Income | $ | (3,556 | ) | $ | 14,873 | ||
Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||||||
Depreciation and amortization | 2,140 | 2,122 | |||||
Amortization of debt discount and deferred financing costs | 518 | 365 | |||||
Bad debt expense | (302 | ) | 260 | ||||
Right of use assets depreciation | 1,066 | 852 | |||||
Stock based compensation | 325 | 350 | |||||
Forgiveness of PPP loan and related interest | — | (19,609 | ) | ||||
Re-measurement (loss) gain on intercompany note | — | 219 | |||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable | (6,114 | ) | (5,343 | ) | |||
Prepaid expenses and other current assets | (1,854 | ) | (289 | ) | |||
Other assets | (944 | ) | (438 | ) | |||
Accounts payable and accrued expenses | (1,083 | ) | (2,356 | ) | |||
Accounts payable, related party | 125 | (326 | ) | ||||
Other current liabilities | 357 | (105 | ) | ||||
Other long-term liabilities and other | 1,040 | (349 | ) | ||||
(8,282 | ) | (9,774 | ) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||
Purchase of property and equipment | (719 | ) | (100 | ) | |||
Acquisition of business, net of cash acquired | 1,395 | — | |||||
Collection of | 5,282 | 5,349 | |||||
NET CASH PROVIDED BY INVESTING ACTIVITIES | 5,958 | 5,249 | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||
Third party financing costs | (554 | ) | (3,769 | ) | |||
Proceeds from term loan - Related party | — | 130 | |||||
Repayment of term loan | (379 | ) | (29,244 | ) | |||
Proceeds from term loan | 67 | — | |||||
Repayments on accounts receivable financing, net | (3,345 | ) | (3,659 | ) | |||
Dividends paid to related parties | — | (591 | ) | ||||
Redemption of Series E preferred stock, related party | — | (4,908 | ) | ||||
Proceeds from sale of common stock | 4,013 | 33,769 | |||||
Payments made on earnouts | (160 | ) | — | ||||
Proceeds from sale of Series F preferred stock | — | 4,698 | |||||
(358 | ) | (3,574 | ) | ||||
(2,682 | ) | (8,099 | ) | ||||
Effect of exchange rates on cash | (123 | ) | (6 | ) | |||
Cash - Beginning of period | 4,558 | 10,336 | |||||
Cash - End of period | $ | 1,753 | $ | 2,231 | |||
The accompanying notes are an integral part of these unaudited condensed financial statements.
Adjusted EBITDA This measure is defined as net income (loss) attributable to common stock before: interest expense, benefit from income taxes; depreciation and amortization; acquisition, capital raising and other non-recurring expenses; other non-cash charges; impairment of goodwill; re-measurement gain on intercompany note; restructuring charges; gain from sale of business; PPP Forgiveness Gain; other income; and charges we consider to be non-recurring in nature such as legal expenses associated with litigation, professional fees associated potential and completed acquisitions. We use this measure because we believe it provides a more meaningful understanding of our profit and cash flow generation.
Quarter Ended | Nine Months Ended | Trailing Twelve Months | ||||||||||||||||||||||
Net loss | $ | 1,032 | $ | 8,713 | $ | (3,556 | ) | $ | 14,873 | $ | (10,271 | ) | $ | 12,632 | ||||||||||
Interest expense | 891 | 814 | 2,512 | 3,068 | 3,301 | 4,506 | ||||||||||||||||||
(Benefit) expense from income taxes | 62 | 131 | 65 | 102 | (392 | ) | 247 | |||||||||||||||||
Depreciation and amortization | 1,023 | 880 | 2,658 | 2,486 | 3,289 | 3,330 | ||||||||||||||||||
EBITDA | $ | 3,008 | $ | 10,538 | $ | 1,679 | $ | 20,529 | $ | (4,073 | ) | $ | 20,715 | |||||||||||
Acquisition, capital raising and other non-recurring expenses (1) | 1,788 | 321 | 4,375 | 2,802 | 4,847 | 5,024 | ||||||||||||||||||
Other non-cash charges (2) | 7 | 8 | 32 | 344 | 253 | 450 | ||||||||||||||||||
Impairment of | - | - | - | - | 3,104 | - | ||||||||||||||||||
Re-measurement gain on intercompany note | (1,009 | ) | 315 | - | 219 | - | (712 | ) | ||||||||||||||||
Deferred consideration settlement | - | - | - | - | - | 41 | ||||||||||||||||||
PPP Forgiveness Gain | - | (9,504 | ) | - | (19,609 | ) | - | (19,609 | ) | |||||||||||||||
Gain on sale of business | - | - | 95 | |||||||||||||||||||||
Other (income) loss | (717 | ) | (188 | ) | (738 | ) | (292 | ) | (412 | ) | (296 | ) | ||||||||||||
Adjusted EBITDA | $ | 3,077 | $ | 1,490 | $ | 5,348 | $ | 3,993 | $ | 3,719 | $ | 5,708 | ||||||||||||
Adjusted EBITDA of Divested Business (3) | $ | - | $ | 101 | ||||||||||||||||||||
Pro Forma Adjusted EBITDA (4) | $ | 3,719 | $ | 5,809 | ||||||||||||||||||||
Adjusted Gross Profit (5) | $ | 35,866 | $ | 34,945 | ||||||||||||||||||||
Adjusted EBITDA as percentage of Adjusted Gross Profit | 10.4 | % | 16.6 | % | ||||||||||||||||||||
(1) Acquisition, capital raising, and other non-recurring expenses primarily relate to capital raising expenses; acquisition and integration expenses, and legal expenses incurred in relation to matters outside the ordinary course of business. Due to government mandated restrictions, the Company had to temporarily close some of its offices and, due to social distancing restrictions, could not make full use of these facilities for significant periods of time during 2021.
(2) Other non-cash charges primarily relate to staff option and share compensation expense, expense for shares issued to directors for board services, and consideration paid for consulting services.
(3) Adjusted EBITDA of Divested Business for the period prior to the divestment date.
(4) Pro Forma Adjusted EBITDA excludes the Adjusted EBITDA of Divested Business for the period prior to the divestment date.
(5) Adjusted Gross Profit excludes gross profit of business divested in
Operating Leverage This measure is calculated by dividing the growth in Adjusted EBITDA by the growth I Adjusted Gross Profit on a trailing 12-month basis. We use this KPI because we believe it provides a measure of our efficiency for converting incremental gross profit into Adjusted EBITDA.
Source:
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