Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | May 07, 2019 | |
Document Information [Line Items] | ||
Entity Registrant Name | SPAR GROUP INC | |
Entity Central Index Key | 0001004989 | |
Trading Symbol | sgrp | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding (in shares) | 20,776,588 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Cash and cash equivalents | $ 7,090 | $ 7,111 |
Accounts receivable, net | 47,419 | 46,142 |
Prepaid expenses and other current assets | 2,935 | 1,879 |
Total current assets | 57,444 | 55,132 |
Property and equipment, net | 3,030 | 2,950 |
Operating lease right-of-use assets | 5,328 | |
Goodwill | 3,787 | 3,788 |
Intangible assets, net | 3,197 | 3,332 |
Deferred income taxes | 2,665 | 2,568 |
Other assets | 1,593 | 1,325 |
Total assets | 77,044 | 69,095 |
Liabilities and equity | ||
Accounts payable | 9,984 | 8,668 |
Accrued expenses and other current liabilities | 18,529 | 18,168 |
Due to affiliates | 4,558 | 4,645 |
Customer incentives and deposits | 702 | 620 |
Lines of credit and short-term loans | 10,049 | 10,414 |
Current portion of operating lease liabilities | 1,400 | |
Total current liabilities | 45,222 | 42,515 |
Operating lease liabilities, less current portion | 3,928 | |
Long-term debt and other liabilities | 1,922 | 1,806 |
Total liabilities | 51,072 | 44,321 |
Commitments and contingencies – See Note 8 | ||
Equity: | ||
Preferred stock | 0 | 0 |
Common stock | 208 | 208 |
Treasury stock | (8) | (8) |
Additional paid-in capital | 16,353 | 16,304 |
Accumulated other comprehensive loss | (3,540) | (3,638) |
Retained earnings | 4,033 | 3,432 |
Total SPAR Group, Inc. equity | 17,046 | 16,298 |
Non-controlling interest | 8,926 | 8,476 |
Total equity | 25,972 | 24,774 |
Total liabilities and equity | $ 77,044 | $ 69,095 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 2,445,598 | 2,445,598 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 47,000,000 | 47,000,000 |
Common stock, issued (in shares) | 20,784,483 | 20,784,483 |
Common stock, outstanding (in shares) | 20,784,483 | 20,784,483 |
Treasury stock, shares (in shares) | 7,895 | 7,895 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net revenues | $ 57,160 | $ 54,579 |
Cost of revenues | 46,525 | 44,849 |
Gross profit | 10,635 | 9,730 |
Selling, general and administrative expense | 8,394 | 8,458 |
Depreciation and amortization | 508 | 542 |
Operating income | 1,733 | 730 |
Interest expense | 199 | 199 |
Other (income), net | (65) | (72) |
Income before income tax expense | 1,599 | 603 |
Income tax expense | 558 | 178 |
Net income | 1,041 | 425 |
Net income attributable to non-controlling interest | (422) | (301) |
Net income attributable to SPAR Group, Inc. | $ 619 | $ 124 |
Basic and diluted income per common share: (in dollars per share) | $ 0.03 | $ 0.01 |
Weighted average common shares – basic (in shares) | 20,777 | 20,648 |
Weighted average common shares – diluted (in shares) | 21,051 | 21,599 |
Net income | $ 1,041 | $ 425 |
Other comprehensive loss: | ||
Foreign currency translation adjustments | 108 | (30) |
Comprehensive income | 1,149 | 395 |
Comprehensive income attributable to non-controlling interest | (450) | (271) |
Comprehensive income attributable to SPAR Group, Inc. | $ 699 | $ 124 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2017 | 20,681 | 104 | |||||
Balance at Dec. 31, 2017 | $ 207 | $ (115) | $ 16,271 | $ (1,690) | $ 4,977 | $ 5,905 | $ 25,555 |
Share-based compensation | 49 | 49 | |||||
Other comprehensive income | (30) | (30) | |||||
Net income | 124 | 301 | 425 | ||||
Exercise of stock options (in shares) | (71) | ||||||
Exercise of stock options | $ 79 | (79) | |||||
Distributions to non-controlling investors | (463) | (463) | |||||
Non-controlling interest related to Resource Plus acquisition | 3,023 | 3,023 | |||||
Balance (in shares) at Mar. 31, 2018 | 20,681 | 33 | |||||
Balance at Mar. 31, 2018 | $ 207 | $ (36) | 16,241 | (1,690) | 5,101 | 8,736 | 28,559 |
Balance (in shares) at Dec. 31, 2018 | 20,785 | 8 | |||||
Balance at Dec. 31, 2018 | $ 208 | $ (8) | 16,304 | (3,638) | 3,432 | 8,476 | 24,774 |
Share-based compensation | 49 | 49 | |||||
Other comprehensive income | 98 | (18) | 28 | 108 | |||
Net income | 619 | 422 | 1,041 | ||||
Balance (in shares) at Mar. 31, 2019 | 20,785 | 8 | |||||
Balance at Mar. 31, 2019 | $ 208 | $ (8) | $ 16,353 | $ (3,540) | $ 4,033 | $ 8,926 | $ 25,972 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Operating activities | ||
Net income | $ 1,041 | $ 425 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 508 | 542 |
Bad debt expense, net of recoveries | (13) | 36 |
Share based compensation | 49 | 49 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,236) | (7,108) |
Prepaid expenses and other assets | (1,390) | (190) |
Accounts payable | 1,310 | 512 |
Accrued expenses, other current liabilities and customer incentives and deposits | 269 | 5,117 |
Net cash provided by (used in) operating activities | 538 | (617) |
Investing activities | ||
Purchases of property and equipment and capitalized software | (464) | (487) |
Purchase of Resource Plus subsidiary, net of cash acquired | 767 | |
Net cash (used in) provided by investing activities | (464) | 280 |
Financing activities | ||
Net (payments) borrowing on lines of credit | (159) | 1,252 |
Payments on term debt | (85) | (18) |
Distribution to non-controlling investors | (463) | |
Net cash (used in) provided by financing activities | (244) | 771 |
Effect of foreign exchange rate changes on cash | 149 | (399) |
Net change in cash and cash equivalents | (21) | 35 |
Cash and cash equivalents at beginning of year | 7,111 | 8,827 |
Cash and cash equivalents at end of period | 7,090 | 8,862 |
Supplemental disclosure of cash flows information: | ||
Interest paid | 201 | 137 |
Income taxes paid | $ 95 | $ 59 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | 1. Basis of Presentation The unaudited, interim condensed consolidated financial statements of SPAR Group, Inc., a Delaware corporation ("SGRP"), and its subsidiaries (together with SGRP, collectively, the "Company" or the "SPAR Group"), accompanying this Quarterly Report on Form 10 first March 31, 2019 ( 10 10 X. not December 31, 2018, 10 December 31, 2018, April 24, 2019 ( "2018 2019 April 29, 2019 ( May 3, 2019, "2019 1 1A 2018 2019 not 842 January 1, 2019. 10 11. |
Note 2 - Business and Organizat
Note 2 - Business and Organization | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 2. Business and Organization The Company is a supplier of merchandising and other marketing services throughout the United States and internationally. The Company provides merchandising and other marketing services to manufacturers, distributors and retailers worldwide, primarily in mass merchandiser, office supply, grocery, drug, dollar, independent, convenience, home improvement and electronics stores, as well as providing furniture and other product assembly services, audit services, in-store events, technology services and marketing research. Merchandising services primarily consist of regularly scheduled, special project and other product services provided at the store level, and the Company may may As of March 31, 2019, 10 two 1979, May 2001 |
Note 3 - Earnings Per Share
Note 3 - Earnings Per Share | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 3. Earnings Per Share The following table sets forth the computations of basic and diluted net income per share (in thousands, except per share data): Three Months Ended March 31 , 20 19 20 18 Numerator: Net income attributable to SPAR Group, Inc. $ 619 $ 124 Denominator: Weighted average shares used in basic net income per share calculation 20,777 20,648 Weighted average shares used in diluted net income per share calculation 21,051 21,599 Basic and diluted net income per common share $ 0.03 $ 0.01 |
Note 4 - Credit Facilities and
Note 4 - Credit Facilities and Other Debt | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 4. Credit Facilities and Other Debt Domestic Credit Facilities North Mill Capital Credit Facility On April 10, 2019, 2018 In order to obtain, document and govern the new NM Credit Facility: SGRP and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force ("SMF"), Inc., and SPAR Canada Company ("SCC") (each, a "NM Borrower" and collectively, the "NM Borrowers"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Assembly and Installation, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "NM Guarantor" and collectively, the "NM Guarantors), entered into eighteen 18 April 10, 2019 ( $10.5 April 10, 2019, $1.5 April 10, 2019 ( April 10, 2019 ( $12.5 $2.5 On April 10, 2019, $9.8 The NM Note currently requires the NM Borrowers to pay interest on the loans thereunder equal to (A) Prime Rate designated by Wells Fargo Bank, plus (B) one hundred twenty five 1.25% 1.5% $180,000 $10,000 $120,000 Revolving loans are available to the Borrowers under the NM Credit Facility based upon the borrowing base formula defined in the NM Loan Agreement (principally 85% 60% $4.5 The NM Credit Facility contains certain financial and other restrictive covenants and also limits certain expenditures by the NM Loan Parties, including, maintaining a positive trailing EBITDA for each Borrower and limits on capital expenditures and other investments. In January 2018, PNC Credit Facility In order to obtain, document and govern the PNC Credit Facility: SGRP and certain of its direct and indirect subsidiaries in the United States and Canada, namely SPAR Marketing Force ("SMF"), Inc., SPAR Assembly & Installation, Inc., and SPAR Canada Company (each, a "PNC Borrower" and collectively, the "PNC Borrowers"), and SPAR Canada, Inc., SPAR Acquisition, Inc., SPAR Group International, Inc., and SPAR Trademarks, Inc. (together with SGRP, each a "PNC Guarantor" and collectively, the "PNC Guarantors), entered into a Loan Agreement with PNC dated as of January 16, 2018 ( $9 January 16, 2018 ( January 16, 2018 ( January 16, 2018 ( An amendment to the PNC Credit Facility dated as of July 3, 2018, $9.5 The PNC Note required the PNC Borrowers to pay interest on the loans thereunder equal to (A) the Daily LIBOR Rate (as defined therein) per annum, plus (B) two hundred fifty 2.50% March 31, 2019, 4.99% $8.4 Revolving loans of up to $9.5 85% $9.5 March 31, 2019. The PNC Credit Facility contained certain financial and other restrictive covenants and also limited certain expenditures by the PNC Loan Parties, including, maintaining a minimum Tangible Net Worth of $13.4 On March 31, 2019, not April 2019 not Fifth Third Credit Facility On January 9, 2018, 51% May 23, 2016, ( $3.5 May 23, 2018. April 11, 2018, April 23, 2020. no April 23, 2020, Revolving loans of up to $3.5 80% March 31, 2019, no The Fifth Third Credit Facility currently requires Resource Plus to pay interest on the loans thereunder equal to (A) the Daily LIBOR Rate (as defined in the agreement) per annum, plus (B) two hundred fifty 2.50% March 31, 2019, 5.23% Other Debt Effective with the closing of the Resource Plus acquisition, the Company entered into promissory notes with the sellers totaling $2.3 December 31st December 31, 2018 December 31, 2023. March 31, 2019 $2.0 International Credit Facilities: SPARFACTS Australia Pty. Ltd. has a secured line of credit facility with National Australia Bank, effective October 31, 2017, $800,000 $568,000 March 31, 2019). 80% March 31, 2019 $608,000 $431,000 SPAR Todopromo has secured a line of credit facility with BBVA Bancomer Bank for 5.0 $258,000 March 31, 2019). March 15, 2016, March 2018. April 2020. 4%, 12.5% March 31, 2019. March 31, 2019 5 $258,000 On May 29, 2018, 1.2 $306,000 March 31, 2019). no November 29, 2019. March 31, 2019, 100,000 $26,000 On October 5, 2018 3.5 $900,000 March 31, 2019). March 31, 2019 2.9 $727,000 December 19, 2019, On October 5, 2018 381,000 $97,000 March 31, 2019). March 31, 2019 321,000 $82,000 Interest Rate as of March 31, 2019 2019 2020 202 1 2022 2023 2024 Brazil - Bradesco 0.37 - 0.92% $ 753 $ – $ – $ – $ – $ – Brazil – Santander 1.38% 82 – – – – – USA - PNC Bank 5.02% 8,450 – – – – – USA – Fifth Third Bank 5.23% – – – – – – USA – Resource Plus Seller Notes 1.85% 333 334 300 300 700 – Australia - National Australia Bank 6.56% 431 – – – – – Mexico – BBVA Shareholder 12.5% – 258 – – – – Total $ 10,049 $ 592 $ 300 $ 300 $ 700 $ – Summary of Unused Company Credit and Other Debt Facilities (in thousands): March 31, 2019 December 31, 2018 Unused Availability: United States $ 4,550 $ 4,253 Australia 137 238 Brazil 280 304 Mexico – 102 Total Unused Availability $ 4,967 $ 4,897 Management believes that based upon the continuation of the Company's existing credit facilities, projected results of operations, vendor payment requirements and other financing available to the Company (including amounts due to affiliates), sources of cash availability should be manageable and sufficient to support ongoing operations over the next year. However, delays in collection of receivables due from any of the Company's major clients, or a significant reduction in business from such clients could have a material adverse effect on the Company's cash resources and its ongoing ability to fund operations. |
Note 5 - Related-Party Transact
Note 5 - Related-Party Transactions | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 5. Related-Party Transactions SGRP's policy respecting approval of transactions with related persons, promoters and control persons is contained in the SPAR Group Code of Ethical Conduct for its Directors, Executives, Officers, Employees, Consultants and other Representatives Amended and Restated (as of) March 15, 2018 ( may IV.11 I.2 Domestic Related Party Services, International Related Party Services, Related Party Transaction Summary, Related Party Transaction Summary, Affinity Insurance, and Other Related Party Transactions and Arrangements SGRP's Audit Committee has the specific duty and responsibility to review and approve the overall fairness and terms of all material related-party transactions. The Audit Committee receives affiliate contracts and amendments thereto for its review and approval (to the extent approval is given), and these contracts are periodically (often annually) again reviewed, in accordance with the Audit Committee Charter, the Ethics Code, the rules of the Nasdaq Stock Market LLC ("Nasdaq"), and other applicable law to ensure that the overall economic and other terms will be (or continue to be) no The Special Committee also has been involved in the review of the Proposed Amendments to SGRP's By-Laws and the By-Laws Action and 225 8 Commitments and Contingencies Settled Delaware Litigations Domestic Related Party Services: SPAR Business Services, Inc. ("SBS"), SPAR Administrative Services, Inc. ("SAS"), and SPAR InfoTech, Inc. ("Infotech"), have provided services from time to time to the Company and are related parties and affiliates of SGRP, but are not December 2018 May 3, 2018 ( 8, The Company executes its domestic field services through the services of field merchandising, auditing, assembly and other field personnel (each a "Field Specialist"), substantially all of whom are provided to the Company and engaged by independent third third SBS provided substantially all of the Field Specialist services in the U.S.A. to the Company from January 1 July 27, 2018, 2018. $6.8 three March 31, 2018, 3,800 52% three March 31, 2018). Since the termination of the Amended and Restated Field Service Agreement with SBS December 1, 2014 ( 2.96% Due to (among other things) the Clothier Determination and the ongoing proceedings against SBS (which could have had a material adverse effect on SBS's ability to provide future services needed by the Company), SBS' continued higher charges and expense reimbursement disputes, and the Company's identification of an experienced independent third July 27, 2018, third August 1, 2018. Even though the Company believes it had paid SBS for all services provided through July 27, 2018, may not $435,000 $435,000 $13,000 may $120,000 may not No no not not The appropriateness of SBS's treatment of its Field Specialists as independent contractors had been periodically subject to legal challenge (both currently and historically) by various states and others, SBS's expenses of defending those challenges and other proceedings had historically been reimbursed by the Company under SBS's Prior Agreement, and SBS's expenses of defending those challenges and other proceedings were reimbursed by the Company for the three March 31, 2018, $60,000, On May 15, 2017, no June 13, 2018, no As provided in SBS's Prior Agreement, the Company is not not not not Furthermore, even though SBS was solely responsible for its operations, methods and legal compliance, in connection with any proceedings against SBS, SBS may not no not 8 Commitments and Contingencies Legal Matters The Company has reached a non-exclusive agreement on substantially better terms than SBS with an experienced independent third third July 2018, . SAS provided substantially all of the Field Administrators in the U.S.A. to the Company from January 1 March 31, 2018. $1.1 57 91% three March 31, 2018. In addition to these field service and administration expenses, SAS also incurred other administrative expenses related to benefit and employment tax expenses of SAS and payroll processing, and other administrative expenses and SBS incurred expenses for processing vendor payments, legal defense and other administrative expenses (but those expenses were only reimbursed by SGRP to the extent approved by the Company as described below). No not not On May 7, 2018, July 31, 2018, 2016. third July 2018, Although neither SBS nor SAS has provided or been authorized to perform any services to the Company after their terminations described above effective on or before July 31, 2018, August March 31, 2019, $124,000, $108,000 not June 13, 2018, no 8 Commitments and Contingencies -- Legal Matters, The Company expects that SBS and SAS may 8 Commitments and Contingencies -- Legal Matters On November 23, 2018, 11 11 11 no 8 Commitments and Contingencies -- Related Party Litigation SBS Bankruptcy , SBS Bankruptcy Any failure of SBS to satisfy any judgment or similar amount resulting from any adverse legal determination against SBS, any claim by SBS, SAS, any other related party or any third third 8 Commitments and Contingencies Legal Matters, Current material and potentially material legal proceedings impacting the Company are described in Note 8 Commitments and Contingencies Legal Matters, not not Infotech is currently suing the Company in New York seeking reimbursement for approximately $190,000 $900,000 2013 not 8 Commitments and Contingencies -- Legal Matters -- Related Party Litigation Peter W. Brown was appointed as a Director on the SGRP Board as of May 3, 2018, not 10% National Merchandising Services, LLC ("NMS"), is a consolidated domestic subsidiary of the Company and is owned jointly by SGRP through its indirect ownership of 51% 49% not 100% September 2018, 1.0% Resource Plus of North Florida, Inc. ("RPI"), is a consolidated domestic subsidiary of the Company and is owned jointly by SGRP through its indirect ownership of 51% 49% 50% International Related Party Services: SGRP Meridian (Pty), Ltd. ("Meridian") is a consolidated international subsidiary of the Company and is owned 51% 23% 401 26% 50% 50% 20 172 4 SPAR Todopromo is a consolidated international subsidiary of the Company and is owned 51% 49% 90% 2016. Mr. Juan F. Medina Domenzain ("JFMD"), partner in SPAR Todopromo, leased a warehouse to SPAR Todopromo. The lease expires on December 31, 2020. On September 8, 2016, 100% 51% 39% 10% JKC is owned by Mr. Jonathan Dagues Martins, a Brazilian citizen and resident ("JDM") and his sister, Ms. Karla Dagues Martins, a Brazilian citizen and resident. JDM is the Chief Executive Officer and President of each SPAR Brazil company pursuant to a Management Agreement between JDM and SPAR BSMT dated September 13, 2016. SPAR BSMT has contracted with Ms. Karla Dagues Martins, a Brazilian citizen and resident and JDM's sister and a part owner of SPAR BSMT, to handle the labor litigation cases for SPAR BSMT and its subsidiaries. These legal services are being provided to them at local market rates by Ms. Martins' company, Karla Martins Sociedade de Advogados ("KMSA"). Accordingly, Mr. Jonathan Dagues Martins and Ms. Karla Dagues Martins are each an affiliate and a related party in respect of the Company. Summary of Certain Related Party Transactions: The following costs of affiliates were charged to the Company (in thousands): Three Months Ended March 31 , 201 9 201 8 Services provided by affiliates: Field merchandiser and other expenses (SBS)* $ - $ 6,729 Field administration and other expenses (SAS)* - 1,149 National Store Retail Services (NSRS) 125 - Office lease expenses (RJ Holdings) 102 142 Office and vehicle lease expenses (MPT) 16 19 Vehicle rental expenses (MCPT) 290 339 Office and vehicle rental expenses (MHT) 64 53 Consulting and administrative services (CON) 37 59 Legal Services (KMSA) 22 26 Warehousing rental (JFMD) 12 12 Total services provided by affiliates $ 668 $ 8,528 * Includes substantially all overhead (in the case of SAS and SBS), or related overhead, plus any applicable markup. The services provided by SAS and SBS were terminated as of July 2018. Due to affiliates consists of the following (in thousands): March 31 , December 31, 201 9 201 8 Loans from local investors:(1) Australia $ 288 $ 226 Mexico 1,001 1,001 Brazil 139 139 China 1,987 2,130 South Africa 612 618 Resource Plus 531 531 Total due to affiliates $ 4,558 $ 4,645 ( 1 no Affinity Insurance: In addition to the above, through August 1, 2018, not 1% August 1, 2018, not In addition to those required periodic premiums, Affinity also requires payment of cash collateral deposits ("Cash Collateral"), and Cash Collateral amounts are initially determined and from time to time re-determined (upward or downward) by Affinity. From 2013 August 1, 2018, $965,000; $379,000 $296,000 $290,000 $675,000 not 1999 may The Company also has advanced money to SAS to prepay Affinity insurance premiums (which in the case of workers compensation insurance are a percentage of payroll). The Company had advanced approximately $226,000 2019 2020 July 2018 one 2019 2020 $150,000 Affinity from time to time may ( August 1, 2018, SMF had been in negotiations with SBS and SAS (respectively represented by Robert G. Brown and William H. Bartels, who together own over 59% November 2017 $675,000. first $901,000 2018. 8 Commitments and Contingencies The Company has filed a claim for $375,000 11 8 Commitments and Contingencies -- SBS Bankruptcy , Other Related Party Transactions and Arrangements : In July 1999, 11 8 Legal Matters, Related Party Litigation SBS Bankruptcy Through arrangements with the Company, SBS (owned by Mr. Brown and prior to December 2018 SBS Bankruptcy The Company received no not may Domestic Transactions On November 23, 2018, 11 11 11 March 11, 2019, 11 second not 11 On the advice of SGRP's bankruptcy counsel, management reported and the Audit Committee agreed that while SBS is in the SBS Chapter 11 third 11 11 11 11 11 Accordingly, Management recommended and the Audit Committee agreed that it would be in the best interest of all stockholders: (i) to submit SGRP and SMF claims against SBS in the SBS Chapter 11 not 11 As a result of the SBS Chapter 11 11 March 11, 2019, 11 second not 11 no A review of the SBS' filings in the SBS Chapter 11 not January 10, 2019, $300,000 February 7 12, 2019, February 12, 2019, $300,000 None may not not On March 18, 2019, 11 $378,838 $12,963 $1,839,459 8 Commitments and Contingencies Legal Matters SBS Clothier Litigation |
Note 6 - Preferred Stock
Note 6 - Preferred Stock | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Preferred Stock [Text Block] | 6. Preferred Stock SGRP's certificate of incorporation authorizes it to issue 3,000,000 $0.01 may may 3,000,000 10% one one 554,402 2011 2,445,598 March 31, 2019, no |
Note 7 - Stock-Based Compensati
Note 7 - Stock-Based Compensation and Other Plans | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Share-based Payment Arrangement [Text Block] | 7. Stock-Based Compensation and Other Plans In connection with the 2018 2018 "2018 not 2018 May 2, 2018. The 2018 2018 2008 one 600,000 2018 2008 2018 no may 2008 345,750 The 2018 May 31, 2019, no may 2018 no may 2018 tenth 10th 2018 2018 2018 2018 2018 2018 The 2018 may 600,000 "2018 The 2018 2018 422 1986 not may The shares of Common Stock that may 2018 2018 SGRP has granted restricted stock and stock option awards to its eligible directors, officers and employees and certain employees of its affiliates respecting shares of Common Stock issued by SGRP ("SGRP Shares") pursuant to SGRP's 2008 "2008 May 2008 2009. 2008 not May 3, 2018 2008 2018 As of March 31, 2019, 325,000 2018 first no May 15, 310,000 15,000 2018 The Company recognized $46,000 $43,000 three March 31, 2019 2018, three March 31, 2019 2018 $11,000. March 31, 2019, $365,000. During the three March 31, 2019 2018, $3,000 $6,000, three March 31, 2019 2018 $1,000 $2,000, March 31, 2019, $2,000. |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 8. Commitments and Contingencies Legal Matters The Company is a party to various legal actions and administrative proceedings arising in the normal course of business. In the opinion of Company's management, resolution of these matters is not RELATED PARTIES AND RELATED PARTY LITIGATION: SPAR Business Services, Inc., f/k/a SPAR Marketing Services, Inc. ("SBS"), SPAR Administrative Services, Inc. ("SAS"), and SPAR InfoTech, Inc. (" Infotech "), have provided services from time to time to the Company and are related parties and affiliates of SGRP, but are not 5 Related Party Transactions – Domestic Transactions, May 3, 3018 Delaware Litigation Settlement On January 18, 2019, four "225 225 On September 4, 2018, No. 2018 0650, September 21, 2018 ( On September 18, 2018, one 8 §225 No. 2018 00687 "225 225 On September 20, 2018, 225 seven eight The By-Laws Action was dismissed upon the filing of the Stipulation of Dismissal. On January 23, 2019, 225 As part of the Settlement, on January 18, 2019, Mr. Mayer was first November 20, 2018, not December 13, 2018, no 5605 1 In connection with the Settlement, the Governance Committee re-evaluated the independence of Mr. Mayer, based on (among other things) Mr. Mayer's independent business skills and contribution to the Settlement process, determined that he has the requisite independence from the management of the Corporation except for the Related Party Matters (as defined below), and accordingly Mr. Mayer: (a) will be an independent director for all purposes other than any Related Party Matter; (b) will be a non-independent director respecting any Related Party Matter; and (c) may one The Governance Committee and the Board believe that such re-evaluation and redetermination (together with the 2019 In the Settlement the parties agreed to amend and restate SGRP's By-Laws (the "2019 2019 January 18, 2018. 2019 In addition to the compromise provisions described above in Settlement Terms above, the Governance Committee and Board accepted certain of the Proposed Amendments with negotiated changes and clarifications that are now contained in the 2019 ● Any vacancy that results from the death, retirement or resignation of a director that remains unfilled by the directors for more than 90 may ● Certain stockholder proposals may 90th first ● The Board size has been fixed at seven ● The section requiring majority Board independence has been removed (as provided in the Proposed Amendments). ● The By-Laws now require that each candidate for director sign a written irrevocable letter of resignation and retirement effective upon such person failing to be re-elected by the required majority stockholder vote. ● A "super majority" vote of at least 75% two o Issuance of more than 500,000 o Issuance of any preferred stock; o Declaration of any non-cash dividend on the shares of capital stock of the Corporation; o By-Laws modification; o Formation or expansion of the authority of any Committee or subcommittee; or o Appointment or removal of any Committee director. The descriptions of the negotiated compromise 2019 2019 As part of the Settlement of the Actions, the parties to the Actions executed a Limited Mutual Release Agreement limited to the Actions and subject to specific exclusions (the "Release") and the parties to the Actions mutually agreed upon Stipulations of Dismissal ending those actions without prejudice and without admission or retraction of any fact cited therein, and the parties caused them to be filed with the Court on January 18, 2019. The Releases are limited to matters related to those actions described therein and subject to specific exclusions, and the parties expressly preserved all unrelated actions and claims. Accordingly, there remain a number of unresolved claims and actions (each a "Non-Settled Matter") between the Company and the following Related Parties (as defined below), including (without limitation), post termination claims by and against SPAR Business Services, Inc. (which is now in a voluntary bankruptcy proceeding in Nevada), and SPAR Administrative Services, Inc., the lawsuit by SPAR InfoTech, Inc., against the Company, and the Bartels Advancement Claim and the claim by Mr. Brown for a similar advancement (see Advancement Claims Advancement Claims In an email to Arthur Drogue, SGRP's Chairman, on October 3, 2018, one On November 2, 2018, SGRP's Audit Committee determined on November 5, 2018, not not no On November 28, 2018, In December 2018 April 2019. not On December 3, 2018, Counsel advised that Brown had been sued as a stockholder and conspirator in the By-Laws Action against him, and not not 6.02 not, not On January 27, 2019, February 2, 2019. No May 6, 2019, SBS Bankruptcy The Company received no may not 5 Related Party Transactions – Domestic Transactions On November 23, 2018, 11 11 11 March 11, 2019, 11 second not 11 On the advice of SGRP's bankruptcy counsel, management reported and the Audit Committee agreed that while SBS is in the SBS Chapter 11 third i.e 11 11 11 11 11 Accordingly, Management recommended and the Audit Committee agreed that it would be in the best interest of all stockholders: (i) to submit SGRP and SMF claims against SBS in the SBS Chapter 11 not 11 As a result of the SBS Chapter 11 11 March 11, 2019, 11 second not 11 no On March 18, 2019, 11 $378,838 $12,963 $1,839,459 Infotech Litigation Against SGRP On September 19, 2018, one 225 no. 64452/2018 $190,000 In 2016, May 3, 2018, May 3, 2018. Mr. Brown also ran his alleged expenses associated with the transaction through Infotech, including large salary allocations for unauthorized personnel and claims for his "lost tax breaks." One of those unauthorized personnel had agreed in her severance agreement with SGRP to never directly or indirectly perform any services for SGRP or any services that could be directly or indirectly billed to SGRP, which restriction was fully disclosed to and known by Mr. Brown and, therefore, Infotech. Mr. Brown submitted his unauthorized and unsubstantiated "expenses" to SGRP, and SGRP's Audit Committee allowed approximately $50,000 $150,000 August 4, 2018, On September 18, 2018, $190,000, The parties are now engaged in pretrial settlement discussions and management has accrued for $75,000 $75,000 $90,000. SGRP will vigorously contest the Infotech Action. Infotech also is threatening to sue the Company in Romania for approximately $900,000 t 2013 not SBS Field Specialist Litigation The Company's merchandising, audit, assembly and other services for its domestic clients are performed by field merchandising, auditing, assembly and other field personnel (each a "Field Specialist") substantially all of whose services were provided to the Company prior to August 2018 not not not not no July 27, 2018. 5 Related Party Transactions Domestic Related Party Services The appropriateness of SBS' treatment of Field Specialists as independent contractors has been periodically subject to legal challenge (both currently and historically) by various states and others. SBS' expenses of defending those challenges and other proceedings have historically been reimbursed by the Company under SBS' Prior Agreement, and SBS' expenses of defending those challenges and other proceedings were reimbursed by the Company through the termination of the contract in July 2018, $50,000, In March 2017, no Related Party Transactions Domestic Related Party Services not not not not As a result of the SBS Chapter 11 no Commitments and Contingencies -- SBS Bankruptcy, As the Company had utilized the services of SBS' Field Specialists to support its in-store merchandising needs in California and SBS' independent contractor classifications had been held invalid in the Clothier Determination (see below), management of the Company determined, with the support of SGRP's Audit Committee and Board of Directors, and began in May 2018 third Due to (among other things) the Clothier Determination and the ongoing proceedings against SBS, which could have had a material adverse effect on SBS' ability to provide future services needed by the Company, and the Company's identification of an independent third July 27, 2018, third Current material and potentially material proceedings against SBS and, in one not SBS Clothier Litigation Melissa Clothier was engaged by SBS (then known as SPAR Marketing Services, Inc.) and provided services pursuant to the terms of an "Independent Merchandiser Agreement" with SBS (prepared solely by SBS) acknowledging her engagement as an independent contractor. On June 30, 2014, No. RG12 639317, July 16, 2008, June 30, 2014. The court ordered that the case be heard in two one September 9, 2016, two The plaintiffs and SBS are still proceeding with the damages phase of the Clothier Case, which trial was scheduled for December 2018 11 Facing significant potential damages in the Clothier Case, SGRP chose, and on June 7, 2018, not 2019 $1.3 four 30 not not $1.3 2018. March 21, 2019, Since SGRP has no June 7, 2018) As a result of the SBS Chapter 11 11 March 11, 2019, 11 second not 11 no 8 Commitments and Contingencies -- SBS Bankruptcy, SGRP Hogan Litigation Paradise Hogan was engaged by and provided services to SBS as an independent contractor pursuant to the terms of an "Independent Contractor Master Agreement" with SBS (prepared solely by SBS) acknowledging his engagement as an independent contractor. On January 6, 2017, No. 1:17 10024 March 28, 2017, On March 12, 2018, not May 2018, not not April 24, 2018, not August 8, 2018 September 11, 2018. January 25, 2019, not Facing lengthy and costly litigation and significant potential damages in the Hogan Case, on March 27, 2019, no not not 2019 $250,000 three one hundred eighty 180 $250,000 SBS and SGRP Litigation Generally As a result of the SBS Chapter 11 11 March 11, 2019, 11 second not 11 no 8 Commitments and Contingencies -- SBS Bankruptcy, |
Note 9 - Segment Information
Note 9 - Segment Information | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 9. Segment Information The Company reports net revenues from operating income by reportable segment. Reportable segments are components of the Company for which separate financial information is available that is evaluated on a regular basis by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company provides similar merchandising, business technology and marketing services throughout the world, operating within two The accounting policies of each of the reportable segments are the same as those described in the Summary of Significant Accounting Policies. Management evaluates performance as follows (in thousands): Three Months Ended March 31 , 201 9 201 8 Revenue: United States $ 18,657 $ 18,369 International 38,503 36,210 Total revenue $ 57,160 $ 54,579 Operating income (loss): United States $ 757 $ (320 ) International 976 1,050 Total operating income $ 1,733 $ 730 Interest expense: United States $ 59 $ 14 International 140 185 Total interest expense $ 199 $ 199 Other (income), net: United States $ – $ 30 International (65 ) (102 ) Total other (income), net $ (65 ) $ (72 ) Income (loss) before income tax expense: United States $ 698 $ (364 ) International 901 967 Total income before income tax expense $ 1,599 $ 603 Income tax expense (benefit): United States $ 201 $ (12 ) International 357 190 Total income tax expense $ 558 $ 178 Net income (loss): United States $ 497 $ (352 ) International 544 777 Total net income $ 1,041 $ 425 Net income (loss) attributable to non-controlling interest: United States $ (97 $ 89 International (325 ) (390 ) Total net income (loss) attributable to non-controlling interest $ (422 ) $ (301 ) Net income (loss) attributable to SPAR: United States $ 400 $ (263 ) International 219 387 Total net income (loss) attributable to SPAR Group, Inc. $ 619 $ 124 Depreciation and amortization: United States $ 369 $ 382 International 139 160 Total depreciation and amortization $ 508 $ 542 Capital expenditures: United States $ 378 $ 635 International 86 437 Total capital expenditures $ 464 $ 1,072 Note: There were no three March 31, 2019 2018. March 31, December 31 , 201 9 201 8 Assets: United States $ 29,669 $ 27,280 International 47,375 41,815 Total assets $ 77,044 $ 69,095 March 31, December 31, 20 19 20 18 Long lived assets: United States $ 4,223 $ 2,560 International 5,728 1,715 Total long lived assets $ 9,951 $ 4,275 Geographic Data Three Months Ended March 31 , 20 19 2018 International revenue: % of consolidated net revenue % of consolidated net revenue Brazil $ 15,532 27.2 % $ 13,410 24.6 % South Africa 6,534 11.4 7,444 13.6 Mexico 5,287 9.2 5,360 9.8 China 3,279 5.7 2,442 4.5 Japan 2,730 4.8 2,247 4.1 India 2,206 3.9 2,424 4.4 Canada 2,104 3.7 1,934 3.5 Australia 764 1.3 886 1.6 Turkey 67 0.1 63 0.1 Total international revenue $ 38,503 67.3 % $ 36,210 66.2 % |
Note 10 - Recent Accounting Pro
Note 10 - Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 10. The Company reviews new accounting pronouncements as they are issued or proposed by the Financial Accounting Standards Board (“FASB”). Recently Implemented Pronouncements On January 1, 2019, 842, 842 not 842 may 1 2 3 twelve not Due to the implementation of selected practical expedients, there was no 11 On January 1, 2019, no ● ASU 2018 07, 718 ● ASU 2018 09, ● ASU 2018 16, During 2018, ● ASU No. 2014 09 606 606 not January 1, 2018; no |
Note 11 - Leases
Note 11 - Leases | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 11. Leases The Company is a lessee under certain operating leases for office space and equipment. Prior to adopting ASC 842, 840. 840, 840 ASC 842 Under ASC 842, Many of SPAR's equipment leases are short-term or cancellable with notice. SPAR’s office space leases have remaining lease terms between one eleven one may no not may not not March 31, 2019, not The reported results for Q1 2019 842 842 840. $5.7 no 842. 842 not Certain of SPAR’s leases include covenants that oblige SPAR, at its sole expense, to repair and maintain the leased asset periodically during the lease term. SPAR is not Many of SPAR's office space leases include fixed and variable payments. Variable payments relate to real estate taxes, insurance, operating expenses, and common area maintenance, which are usually billed at actual amounts incurred proportionate to SPAR's rented square feet of the building. Variable payments that do not not Some of SPAR's leases contain both lease and non-lease components. Fixed and variable payments are allocated to each component relative to observable or estimated standalone prices. SPAR measures its variable lease costs as the portion of variable payments that are allocated to lease components. SPAR measures its lease liability for each leased asset as the present value of lease payments, as defined in ASC 842, The components of SPAR's lease expenses for the fiscal quarter ended March 31, 2019, Lease Costs Classification March 31, Operating lease cost Selling, General and Administrative Expense $ 532 Short-term lease cost Selling, General and Administrative Expense 29 Variable costs Selling, General and Administrative Expense 290 Total lease cost $ 851 Supplemental cash flow information related to SPAR’s leases for the fiscal quarter ended March 31, 2019 March 3 1 , Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 509 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 5,736 (a) (a) Amounts for the three March 31, 2019 2016 02 10. The following table presents supplemental balance sheet information related to SPAR's operating leases as of March 31, 2019 ( Leases March 31, Assets: Operating lease right-of-use assets $ 5,328 Liabilities: Current portion of operating lease liabilities $ 1,400 Non-current portion of operating lease liabilities 3,928 Total operating lease liabilities $ 5,328 Weighted average remaining lease term—operating leases (in years) 2.1 Weighted average discount rate—operating leases 8.9 % At March 31, 2019, Period Ending March 31, 2019 $ 1,336 2020 2,682 2021 878 2022 987 2023 78 Thereafter - Total lease payments 5,961 Less: imputed interest (633 ) Total $ 5,328 As previously disclosed in the Company’s Annual Report on Form 10 December 31, 2018 840, December 31, 2018 ( Year Amount 2019 $ 1,946 2020 1,428 2021 945 2022 682 2023 340 Total $ 5,341 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Implemented Pronouncements On January 1, 2019, 842, 842 not 842 may 1 2 3 twelve not Due to the implementation of selected practical expedients, there was no 11 On January 1, 2019, no ● ASU 2018 07, 718 ● ASU 2018 09, ● ASU 2018 16, During 2018, ● ASU No. 2014 09 606 606 not January 1, 2018; no |
Note 3 - Earnings Per Share (Ta
Note 3 - Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended March 31 , 20 19 20 18 Numerator: Net income attributable to SPAR Group, Inc. $ 619 $ 124 Denominator: Weighted average shares used in basic net income per share calculation 20,777 20,648 Weighted average shares used in diluted net income per share calculation 21,051 21,599 Basic and diluted net income per common share $ 0.03 $ 0.01 |
Note 4 - Credit Facilities an_2
Note 4 - Credit Facilities and Other Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | Interest Rate as of March 31, 2019 2019 2020 202 1 2022 2023 2024 Brazil - Bradesco 0.37 - 0.92% $ 753 $ – $ – $ – $ – $ – Brazil – Santander 1.38% 82 – – – – – USA - PNC Bank 5.02% 8,450 – – – – – USA – Fifth Third Bank 5.23% – – – – – – USA – Resource Plus Seller Notes 1.85% 333 334 300 300 700 – Australia - National Australia Bank 6.56% 431 – – – – – Mexico – BBVA Shareholder 12.5% – 258 – – – – Total $ 10,049 $ 592 $ 300 $ 300 $ 700 $ – |
Credit And Debt Facilities Unused Availability [Table Text Block] | March 31, 2019 December 31, 2018 Unused Availability: United States $ 4,550 $ 4,253 Australia 137 238 Brazil 280 304 Mexico – 102 Total Unused Availability $ 4,967 $ 4,897 |
Note 5 - Related-Party Transa_2
Note 5 - Related-Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Related Party Transactions [Table Text Block] | Three Months Ended March 31 , 201 9 201 8 Services provided by affiliates: Field merchandiser and other expenses (SBS)* $ - $ 6,729 Field administration and other expenses (SAS)* - 1,149 National Store Retail Services (NSRS) 125 - Office lease expenses (RJ Holdings) 102 142 Office and vehicle lease expenses (MPT) 16 19 Vehicle rental expenses (MCPT) 290 339 Office and vehicle rental expenses (MHT) 64 53 Consulting and administrative services (CON) 37 59 Legal Services (KMSA) 22 26 Warehousing rental (JFMD) 12 12 Total services provided by affiliates $ 668 $ 8,528 Due to affiliates consists of the following (in thousands): March 31 , December 31, 201 9 201 8 Loans from local investors:(1) Australia $ 288 $ 226 Mexico 1,001 1,001 Brazil 139 139 China 1,987 2,130 South Africa 612 618 Resource Plus 531 531 Total due to affiliates $ 4,558 $ 4,645 |
Note 9 - Segment Information (T
Note 9 - Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended March 31 , 201 9 201 8 Revenue: United States $ 18,657 $ 18,369 International 38,503 36,210 Total revenue $ 57,160 $ 54,579 Operating income (loss): United States $ 757 $ (320 ) International 976 1,050 Total operating income $ 1,733 $ 730 Interest expense: United States $ 59 $ 14 International 140 185 Total interest expense $ 199 $ 199 Other (income), net: United States $ – $ 30 International (65 ) (102 ) Total other (income), net $ (65 ) $ (72 ) Income (loss) before income tax expense: United States $ 698 $ (364 ) International 901 967 Total income before income tax expense $ 1,599 $ 603 Income tax expense (benefit): United States $ 201 $ (12 ) International 357 190 Total income tax expense $ 558 $ 178 Net income (loss): United States $ 497 $ (352 ) International 544 777 Total net income $ 1,041 $ 425 Net income (loss) attributable to non-controlling interest: United States $ (97 $ 89 International (325 ) (390 ) Total net income (loss) attributable to non-controlling interest $ (422 ) $ (301 ) Net income (loss) attributable to SPAR: United States $ 400 $ (263 ) International 219 387 Total net income (loss) attributable to SPAR Group, Inc. $ 619 $ 124 Depreciation and amortization: United States $ 369 $ 382 International 139 160 Total depreciation and amortization $ 508 $ 542 Capital expenditures: United States $ 378 $ 635 International 86 437 Total capital expenditures $ 464 $ 1,072 |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | March 31, December 31 , 201 9 201 8 Assets: United States $ 29,669 $ 27,280 International 47,375 41,815 Total assets $ 77,044 $ 69,095 |
Reconciliation Of Long Lived Assets From Segments To Consolidated [Table Text Block] | March 31, December 31, 20 19 20 18 Long lived assets: United States $ 4,223 $ 2,560 International 5,728 1,715 Total long lived assets $ 9,951 $ 4,275 |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] | Three Months Ended March 31 , 20 19 2018 International revenue: % of consolidated net revenue % of consolidated net revenue Brazil $ 15,532 27.2 % $ 13,410 24.6 % South Africa 6,534 11.4 7,444 13.6 Mexico 5,287 9.2 5,360 9.8 China 3,279 5.7 2,442 4.5 Japan 2,730 4.8 2,247 4.1 India 2,206 3.9 2,424 4.4 Canada 2,104 3.7 1,934 3.5 Australia 764 1.3 886 1.6 Turkey 67 0.1 63 0.1 Total international revenue $ 38,503 67.3 % $ 36,210 66.2 % |
Note 11 - Leases (Tables)
Note 11 - Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Lease Costs Classification March 31, Operating lease cost Selling, General and Administrative Expense $ 532 Short-term lease cost Selling, General and Administrative Expense 29 Variable costs Selling, General and Administrative Expense 290 Total lease cost $ 851 |
Lessee, Operating Lease, Cash Flows [Table Text Block] | March 3 1 , Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 509 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 5,736 (a) |
Lessee, Operating Lease, Assets and Liabilities [Table Text Block] | Leases March 31, Assets: Operating lease right-of-use assets $ 5,328 Liabilities: Current portion of operating lease liabilities $ 1,400 Non-current portion of operating lease liabilities 3,928 Total operating lease liabilities $ 5,328 Weighted average remaining lease term—operating leases (in years) 2.1 Weighted average discount rate—operating leases 8.9 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Period Ending March 31, 2019 $ 1,336 2020 2,682 2021 878 2022 987 2023 78 Thereafter - Total lease payments 5,961 Less: imputed interest (633 ) Total $ 5,328 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Amount 2019 $ 1,946 2020 1,428 2021 945 2022 682 2023 340 Total $ 5,341 |
Note 2 - Business and Organiz_2
Note 2 - Business and Organization (Details Textual) | 3 Months Ended |
Mar. 31, 2019 | |
Number of Countries in which Entity Operates | 10 |
Number of Reportable Segments | 2 |
Note 3 - Earnings Per Share - B
Note 3 - Earnings Per Share - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net income attributable to SPAR Group, Inc. | $ 619 | $ 124 |
Weighted average shares used in basic net income per share calculation (in shares) | 20,777 | 20,648 |
Weighted average shares used in diluted net income per share calculation (in shares) | 21,051 | 21,599 |
Basic and diluted net income per common share (in dollars per share) | $ 0.03 | $ 0.01 |
Note 4 - Credit Facilities an_3
Note 4 - Credit Facilities and Other Debt (Details Textual) $ in Millions | Apr. 10, 2019USD ($) | Jul. 03, 2018USD ($) | Jan. 09, 2018USD ($) | Mar. 15, 2016MXN ($) | Mar. 31, 2019USD ($) | Mar. 31, 2019MXN ($) | Mar. 31, 2019AUD ($) | Mar. 31, 2019BRL (R$) | Dec. 31, 2018USD ($) | Oct. 05, 2018BRL (R$) | May 29, 2018BRL (R$) | Jan. 16, 2018USD ($) | Oct. 31, 2017AUD ($) |
Resource Plus, Inc [Member] | |||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 51.00% | ||||||||||||
Resource Plus Acquisition Note [Member] | |||||||||||||
Debt Instrument, Face Amount | $ 2,300,000 | ||||||||||||
Notes Payable, Total | $ 2,000,000 | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | Subsequent Event [Member] | |||||||||||||
Proceeds from Lines of Credit, Total | $ 9,800,000 | ||||||||||||
Line of Credit Facility, Commitment Fee Percentage | 1.50% | ||||||||||||
Debt Instrument, Face Amount | $ 180,000 | ||||||||||||
Debt Instrument, Payable Per Month | 10,000 | ||||||||||||
Line of Credit Facility, Commitment Fee Amount | $ 120,000 | ||||||||||||
Percent Of Eligible Domestic Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | 85.00% | ||||||||||||
Percent Of Eligible Domestic Unbilled Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | 60.00% | ||||||||||||
Maximum Amount of Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | $ 4,500,000 | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | Subsequent Event [Member] | Prime Rate [Member] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | NM Loan Agreement [Member] | Subsequent Event [Member] | |||||||||||||
Debt Instrument, Term | 18 years | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | NM Loan Agreement [Member] | Subsequent Event [Member] | SPAR Marketing Force [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,500,000 | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | NM Loan Agreement [Member] | Subsequent Event [Member] | SPAR Canada Company [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 2,500,000 | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | Original NM Notes [Member] | Subsequent Event [Member] | SPAR Marketing Force [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 10,500,000 | ||||||||||||
Revolving Credit Facility [Member] | North Mill, LLC [Member] | Original NM Notes [Member] | Subsequent Event [Member] | SPAR Canada Company [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,500,000 | ||||||||||||
Revolving Credit Facility [Member] | PNC Bank, National Association [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 9,500,000 | $ 9,000,000 | |||||||||||
Percent Of Eligible Domestic Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | 85.00% | ||||||||||||
Line of Credit Facility, Interest Rate at Period End | 4.99% | 4.99% | 4.99% | 4.99% | |||||||||
Long-term Line of Credit, Total | $ 8,400,000 | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity After Applying the Borrowing Base Formula | $ 9,500,000 | ||||||||||||
Line of Credit Facility, Covenant Terms, Minimum Tangible Net Worth | $ 13,400,000 | ||||||||||||
Revolving Credit Facility [Member] | PNC Bank, National Association [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||||||||
Revolving Credit Facility [Member] | Fifth Third Bank [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,500,000 | ||||||||||||
Percent Of Eligible Domestic Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | 80.00% | ||||||||||||
Line of Credit Facility, Interest Rate at Period End | 5.23% | 5.23% | 5.23% | 5.23% | |||||||||
Long-term Line of Credit, Total | $ 0 | ||||||||||||
Revolving Credit Facility [Member] | Fifth Third Bank [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||||||||
Revolving Credit Facility [Member] | National Australia Bank [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 568,000 | $ 800,000 | |||||||||||
Percent Of Eligible Domestic Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | 80.00% | ||||||||||||
Long-term Line of Credit, Total | 431,000 | $ 608,000 | |||||||||||
Revolving Credit Facility [Member] | BBVA Bancomer Bank [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 5 | $ 258,000 | |||||||||||
Line of Credit Facility, Interest Rate at Period End | 12.50% | 12.50% | 12.50% | 12.50% | |||||||||
Long-term Line of Credit, Total | $ 258,000 | $ 5 | |||||||||||
Revolving Credit Facility [Member] | BBVA Bancomer Bank [Member] | Interbank Interest Rate [Member] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | ||||||||||||
Revolving Credit Facility [Member] | Banco Bradesco [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 306,000 | R$ 1200000 | |||||||||||
Percent Of Eligible Domestic Accounts Receivable Less Certain Reserves To Calculate Borrowing Availability | 0.00% | ||||||||||||
Long-term Line of Credit, Total | 26,000 | R$ 100000 | |||||||||||
Revolving Credit Facility [Member] | Branco Bradesco [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 900,000 | R$ 3500000 | |||||||||||
Long-term Line of Credit, Total | 727,000 | 2,900,000 | |||||||||||
Revolving Credit Facility [Member] | Branco Santander [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 97,000 | R$ 381000 | |||||||||||
Long-term Line of Credit, Total | $ 82,000 | R$ 321000 |
Note 4 - Credit Facilities - Su
Note 4 - Credit Facilities - Summary of Credit and Other Debt Facilities (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Repayments of Principal, 2019 | $ 10,049 |
Repayments of Principal, 2020 | 592 |
Repayments of Principal, 2021 | 300 |
Repayments of Principal, 2022 | 300 |
Repayments of Principal, 2023 | 700 |
Branco Bradesco [Member] | |
Repayments of Principal, 2019 | 753 |
Repayments of Principal, 2020 | |
Repayments of Principal, 2021 | |
Repayments of Principal, 2022 | |
Repayments of Principal, 2023 | |
Branco Bradesco [Member] | Minimum [Member] | |
Interest Rate | 0.37% |
Branco Bradesco [Member] | Maximum [Member] | |
Interest Rate | 0.92% |
Branco Santander [Member] | |
Interest Rate | 1.38% |
Repayments of Principal, 2019 | $ 82 |
Repayments of Principal, 2020 | |
Repayments of Principal, 2021 | |
Repayments of Principal, 2022 | |
Repayments of Principal, 2023 | |
PNC Bank, National Association [Member] | |
Interest Rate | 5.02% |
Repayments of Principal, 2019 | $ 8,450 |
Repayments of Principal, 2020 | |
Repayments of Principal, 2021 | |
Repayments of Principal, 2022 | |
Repayments of Principal, 2023 | |
Fifth Third Bank [Member] | |
Interest Rate | 5.23% |
Repayments of Principal, 2019 | |
Repayments of Principal, 2020 | |
Repayments of Principal, 2021 | |
Repayments of Principal, 2022 | |
Repayments of Principal, 2023 | |
Resource Plus Acquisition Note [Member] | |
Interest Rate | 1.85% |
Repayments of Principal, 2019 | $ 333 |
Repayments of Principal, 2020 | 334 |
Repayments of Principal, 2021 | 300 |
Repayments of Principal, 2022 | 300 |
Repayments of Principal, 2023 | $ 700 |
National Australia Bank [Member] | |
Interest Rate | 6.56% |
Repayments of Principal, 2019 | $ 431 |
Repayments of Principal, 2020 | |
Repayments of Principal, 2021 | |
Repayments of Principal, 2022 | |
Repayments of Principal, 2023 | |
Bancomer Bank and Shareholder Loan [Member] | |
Interest Rate | 12.50% |
Repayments of Principal, 2019 | |
Repayments of Principal, 2020 | 258 |
Repayments of Principal, 2021 | |
Repayments of Principal, 2022 | |
Repayments of Principal, 2023 |
Note 4 - Credit Facilities an_4
Note 4 - Credit Facilities and Other Debt - Unused Availability (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Unused Availability | $ 4,967 | $ 4,897 |
UNITED STATES | ||
Unused Availability | 4,550 | 4,253 |
AUSTRALIA | ||
Unused Availability | 137 | 238 |
BRAZIL | ||
Unused Availability | 280 | 304 |
MEXICO | ||
Unused Availability | $ 102 |
Note 5 - Related-Party Transa_3
Note 5 - Related-Party Transactions (Details Textual) | Mar. 18, 2019USD ($) | Feb. 12, 2019USD ($) | Sep. 18, 2018USD ($) | Sep. 08, 2016 | Dec. 01, 2014USD ($) | Nov. 30, 2017USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | Jul. 31, 2018USD ($) | Aug. 01, 2018USD ($) | Jan. 10, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 07, 2018USD ($) |
Insurance Premium Refund Receivable | $ 150,000 | ||||||||||||
Increase (Decrease) in Accounts Receivable | 1,236,000 | $ 7,108,000 | |||||||||||
Affinity Returns from SAS and SBS [Member] | |||||||||||||
Estimated Litigation Liability | $ 901,000 | ||||||||||||
Affinity Cash Collateral loan to SBS in the SBS Chapter 11 Proceeding [Member] | |||||||||||||
Loss Contingency, Damages Sought, Value | $ 375,000 | ||||||||||||
Reimbursement for SMF's funding of the Affinity Security Deposits [Member] | |||||||||||||
Loss Contingency, Damages Sought, Value | $ 378,838 | ||||||||||||
Reimbursement for SMF's Funding of the Field Payment Checks [Member] | |||||||||||||
Loss Contingency, Damages Sought, Value | 12,963 | ||||||||||||
SBS Clothier Litigation [Member] | |||||||||||||
Loss Contingency, Estimate of Possible Loss | $ 1,300,000 | ||||||||||||
Loss Contingency, Damages Sought, Value | $ 1,839,459 | ||||||||||||
SGRP Holdings [Member] | |||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||||||||||
NMS [Member] | |||||||||||||
Percent of Reimbursement | 1.00% | ||||||||||||
Merhold Property Trust [Member] | |||||||||||||
Number Of Vehicles Subleased | 20 | ||||||||||||
Number Of Vehicles Leased | 172 | ||||||||||||
Lessee, Operating Lease, Term of Contract | 4 years | ||||||||||||
SGRP Holdings [Member] | SPAR BSMT Joint Venture [Member] | |||||||||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 51.00% | ||||||||||||
JKC [Member] | SPAR BSMT Joint Venture [Member] | |||||||||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 39.00% | ||||||||||||
EILLC [Member] | SPAR BSMT Joint Venture [Member] | |||||||||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 10.00% | ||||||||||||
EILLC [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 10.00% | ||||||||||||
NMS [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 49.00% | ||||||||||||
NSRS [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 100.00% | ||||||||||||
Resource Plus, Inc [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 49.00% | ||||||||||||
RJ Holdings [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 50.00% | ||||||||||||
FRIEDSHELF 401 Proprietary Limited [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 23.00% | ||||||||||||
Lindicom Proprietary Limited [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 26.00% | ||||||||||||
SPAR Todopromo [Member] | |||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 49.00% | ||||||||||||
SBS [Member] | |||||||||||||
Number of Merchandising Specialists | 3,800 | ||||||||||||
Withheld Final Mark-up Compensation Due to Related Party | $ 435,000 | ||||||||||||
Additional Funding for Field Specialist Payments | 13,000 | ||||||||||||
Estimated Additional Field Specialist Payments | $ 120,000 | ||||||||||||
Related Party Transaction, Reimbursement of Legal Expenses from Transaction with Related Party | $ 60,000 | $ 50,000 | |||||||||||
Payments for Cash Collateral Deposits, Allocated to Related Party | $ 379,000 | ||||||||||||
SBS [Member] | Affinity Cash Collateral loan to SBS in the SBS Chapter 11 Proceeding [Member] | |||||||||||||
Notes Receivable, Related Parties | $ 300,000 | ||||||||||||
Increase (Decrease) in Accounts Receivable | $ 300,000 | ||||||||||||
SBS [Member] | Post-termination Expenses [Member] | |||||||||||||
Loss Contingency, Estimate of Possible Loss | 124,000 | ||||||||||||
SBS [Member] | Domestic Merchandising Specialists Field Force [Member] | |||||||||||||
Payments for Related Party Services | $ 6,800,000 | ||||||||||||
Percent Of Service Provided By Related Party | 52.00% | ||||||||||||
SBS [Member] | Cost Plus Fees [Member] | |||||||||||||
Related Party Transaction, Rate | 2.96% | ||||||||||||
SAS [Member] | |||||||||||||
Number of National, Regional, and District Administrators | 57 | ||||||||||||
Payments for Cash Collateral Deposits | 965,000 | ||||||||||||
SAS [Member] | Post-termination Expenses [Member] | |||||||||||||
Loss Contingency, Estimate of Possible Loss | $ 108,000 | ||||||||||||
SAS [Member] | Domestic Field Management [Member] | |||||||||||||
Payments for Related Party Services | $ 1,100,000 | ||||||||||||
Percent Of Service Provided By Related Party | 91.00% | ||||||||||||
SAS [Member] | Advances for Affinity Insurance Plan [Member] | |||||||||||||
Related Party Transaction, Amounts of Transaction | $ 226,000 | ||||||||||||
SPAR InfoTech, Inc. [Member] | Alleged Lost Tax Benefits and Other Expenses [Member] | |||||||||||||
Loss Contingency, Damages Sought, Value | $ 190,000 | ||||||||||||
SPAR InfoTech, Inc. [Member] | Allegedly Owed Programming Services [Member] | |||||||||||||
Loss Contingency, Damages Sought, Value | $ 900,000 | ||||||||||||
NMS [Member] | |||||||||||||
Majority Interest Ownership Percentage By Parent | 51.00% | ||||||||||||
Resource Plus, Inc [Member] | |||||||||||||
Majority Interest Ownership Percentage By Parent | 51.00% | ||||||||||||
Meridian [Member] | |||||||||||||
Majority Interest Ownership Percentage By Parent | 51.00% | ||||||||||||
Mr. Mason [Member] | Merhold Property Trust [Member] | |||||||||||||
Related Party Ownership Percentage | 50.00% | ||||||||||||
Mr. Mason and Mr. Bristow [Member] | Merhold Cape Property Trust [Member] | |||||||||||||
Related Party Ownership Percentage | 50.00% | ||||||||||||
SPAR Todopromo [Member] | |||||||||||||
Majority Interest Ownership Percentage By Parent | 51.00% | ||||||||||||
Mr. Juan F. Medina Domenzain [Member] | CON [Member] | |||||||||||||
Related Party Ownership Percentage | 90.00% | ||||||||||||
SPAR Marketing Force [Member] | |||||||||||||
Payments for Cash Collateral Deposits, Allocated to Related Party | 296,000 | ||||||||||||
All Others [Member] | |||||||||||||
Payments for Cash Collateral Deposits, Allocated to Related Party | 290,000 | ||||||||||||
SAS, SBS, and SMF [Member] | Affinity Insurance [Member] | |||||||||||||
Estimated Reimbursement on Advances | $ 675,000 | ||||||||||||
Robert G. Brown and William H. Bartels [Member] | |||||||||||||
Related Party Ownership Percentage | 59.00% | ||||||||||||
SBS And SAS [Member] | |||||||||||||
Reserve for Related-party Receivables, Amount Recorded During Period | $ 675,000 |
Note 5 - Related-Party Transa_4
Note 5 - Related-Party Transactions - Transactions Between the Company and Affiliates (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | ||
Services provided by affiliates | $ 668 | $ 8,528 | ||
Due to affiliates | 4,558 | $ 4,645 | ||
Loans Due to Affiliates [Member] | Local Investors in Australia [Member] | ||||
Due to affiliates | [1] | 288 | 226 | |
Loans Due to Affiliates [Member] | Local Investors in Mexico [Member] | ||||
Due to affiliates | [1] | 1,001 | 1,001 | |
Loans Due to Affiliates [Member] | Local Investors in Brazil [Member] | ||||
Due to affiliates | [1] | 139 | 139 | |
Loans Due to Affiliates [Member] | Local Investors in China [Member] | ||||
Due to affiliates | [1] | 1,987 | 2,130 | |
Loans Due to Affiliates [Member] | Local Investors In South Africa [Member] | ||||
Due to affiliates | [1] | 612 | 618 | |
Loans Due to Affiliates [Member] | Local Investors Related to Resource Plus [Member] | ||||
Due to affiliates | [1] | 531 | $ 531 | |
Field Specialist Expenses SBS [Member] | ||||
Services provided by affiliates | [2] | 6,729 | ||
Field Administration Expenses SAS [Member] | ||||
Services provided by affiliates | 1,149 | |||
NSRS [Member] | ||||
Services provided by affiliates | 125 | |||
RJ Holdings [Member] | ||||
Services provided by affiliates | 102 | 142 | ||
Office And Vehicle Rental MPT [Member] | ||||
Services provided by affiliates | 16 | 19 | ||
Vehicle Rental MCPT [Member] | ||||
Services provided by affiliates | 290 | 339 | ||
Office And Vehicle Rental MHT [Member] | ||||
Services provided by affiliates | 64 | 53 | ||
Consulting and Administrative Services (CON) [Member] | ||||
Services provided by affiliates | 37 | 59 | ||
Legal Services (KMSA) [Member] | ||||
Services provided by affiliates | 22 | 26 | ||
Warehouse Rental (JFMD) [Member] | ||||
Services provided by affiliates | $ 12 | $ 12 | ||
[1] | Represent loans from the local investors into the Company's subsidiaries (representing their proportionate share of working capital loans). The loans have no payment terms and are due on demand and as such have been classified as current liabilities in the Company's consolidated financial statements. | |||
[2] | Includes substantially all overhead (in the case of SAS and SBS), or related overhead, plus any applicable markup. The services provided by SAS and SBS were terminated as of July 2018. |
Note 6 - Preferred Stock (Detai
Note 6 - Preferred Stock (Details Textual) - $ / shares | Dec. 14, 1995 | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2011 |
Preferred Stock, Shares Authorized | 3,000,000 | 2,445,598 | 2,445,598 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | ||
Preferred Stock, Shares Outstanding, Ending Balance | 0 | 0 | |||
Series A Preferred Stock [Member] | |||||
Preferred Stock, Shares Authorized | 3,000,000 | ||||
Preferred Stock, Dividend Rate, Percentage | 10.00% | ||||
Preferred Stock, Conversion Basis | 1 | ||||
Common Stock For Conversion | 554,402 | ||||
Preferred Stock Number Of Authorized Shares Remaining | 2,445,598 | ||||
Preferred Stock, Shares Outstanding, Ending Balance | 0 |
Note 7 - Stock-Based Compensa_2
Note 7 - Stock-Based Compensation and Other Plans (Details Textual) - USD ($) | May 15, 2019 | May 02, 2018 | Mar. 31, 2019 | Mar. 31, 2018 |
The 2018 Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 600,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 325,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures, Total | 0 | |||
The 2018 Plan [Member] | Share-based Payment Arrangement, Option [Member] | ||||
Share-based Payment Arrangement, Expense | $ 46,000 | $ 43,000 | ||
Share-based Payment Arrangement, Expense, Tax Benefit | 11,000 | |||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | 365,000 | |||
The 2018 Plan [Member] | Restricted Stock [Member] | ||||
Share-based Payment Arrangement, Expense | 3,000 | 6,000 | ||
Share-based Payment Arrangement, Expense, Tax Benefit | 1,000 | $ 2,000 | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 2,000 | |||
The 2018 Plan [Member] | Subsequent Event [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 15,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures, Total | 310,000 | |||
The 2008 Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award, Remaining for Grant Awards Cancelled | 345,750 |
Note 8 - Commitments and Cont_2
Note 8 - Commitments and Contingencies (Details Textual) | Mar. 18, 2019USD ($) | Sep. 18, 2018USD ($) | Jun. 07, 2018USD ($) | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | Jul. 31, 2018USD ($) |
SPAR InfoTech, Inc. [Member] | Alleged Lost Tax Benefits and Other Expenses [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 190,000 | |||||
SPAR InfoTech, Inc. [Member] | Allegedly Owed Programming Services [Member] | ||||||
Loss Contingency, Damages Sought, Value | 900,000 | |||||
Robert G. Brown [Member] | ||||||
Related-party Expenses Allowed by the Audit Committee | 50,000 | |||||
Related-party Expenses Disallowed By the Audit Committee | 150,000 | |||||
Estimated Litigation Liability | 75,000 | |||||
Robert G. Brown [Member] | Minimum [Member] | ||||||
Estimated Litigation Liability | 75,000 | |||||
Robert G. Brown [Member] | Maximum [Member] | ||||||
Estimated Litigation Liability | $ 90,000 | |||||
SBS [Member] | ||||||
Related Party Transaction, Reimbursement of Legal Expenses from Transaction with Related Party | $ 60,000 | $ 50,000 | ||||
Reimbursement for SMF's funding of the Affinity Security Deposits [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 378,838 | |||||
Reimbursement for SMF's Funding of the Field Payment Checks [Member] | ||||||
Loss Contingency, Damages Sought, Value | 12,963 | |||||
SBS Clothier Litigation [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 1,839,459 | |||||
Loss Contingency, Estimate of Possible Loss | $ 1,300,000 | |||||
Loss Contingency, Damages Number of Equal Annual Installments | 4 | |||||
Loss Contingency, Commencement of Payments of Damages, Number of Days Following Final Settlement | 30 | |||||
Settlement and Other Charges | $ 1,300,000 | |||||
Hogan Case [Member] | ||||||
Estimated Litigation Liability | 250,000 | |||||
Loss Contingency, Estimate of Possible Loss | $ 250,000 |
Note 9 - Segment Information (D
Note 9 - Segment Information (Details Textual) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019USD ($) | Mar. 31, 2018USD ($) | |
Number of Reportable Segments | 2 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 57,160 | $ 54,579 |
Intersegment Eliminations [Member] | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 0 | $ 0 |
Note 9 - Segment Information -
Note 9 - Segment Information - Segment Reporting Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net revenues | $ 57,160 | $ 54,579 |
Operating income (loss) | 1,733 | 730 |
Interest expense | 199 | 199 |
Other income, net | (65) | (72) |
Income before income tax expense | 1,599 | 603 |
Income tax expense | 558 | 178 |
Net income | 1,041 | 425 |
Net income (loss) attributable to non-controlling interest | (422) | (301) |
Net income attributable to SPAR Group, Inc. | 619 | 124 |
Depreciation and amortization | 508 | 542 |
Capital expenditures | 464 | 1,072 |
US Segment [Member] | ||
Net revenues | 18,657 | 18,369 |
Operating income (loss) | 757 | (320) |
Interest expense | 59 | 14 |
Other income, net | 30 | |
Income before income tax expense | 698 | (364) |
Income tax expense | 201 | (12) |
Net income | 497 | (352) |
Net income (loss) attributable to non-controlling interest | (97) | 89 |
Net income attributable to SPAR Group, Inc. | 400 | (263) |
Depreciation and amortization | 369 | 382 |
Capital expenditures | 378 | 635 |
International Segment [Member] | ||
Net revenues | 38,503 | 36,210 |
Operating income (loss) | 976 | 1,050 |
Interest expense | 140 | 185 |
Other income, net | (65) | (102) |
Income before income tax expense | 901 | 967 |
Income tax expense | 357 | 190 |
Net income | 544 | 777 |
Net income (loss) attributable to non-controlling interest | (325) | (390) |
Net income attributable to SPAR Group, Inc. | 219 | 387 |
Depreciation and amortization | 139 | 160 |
Capital expenditures | $ 86 | $ 437 |
Note 9 - Segment Information _2
Note 9 - Segment Information - Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Assets | $ 77,044 | $ 69,095 |
US Segment [Member] | ||
Assets | 29,669 | 27,280 |
International Segment [Member] | ||
Assets | $ 47,375 | $ 41,815 |
Note 9 - Segment Information _3
Note 9 - Segment Information - Long Lived Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Long lived assets | $ 9,951 | $ 4,275 |
UNITED STATES | ||
Long lived assets | 4,223 | 2,560 |
International [Member] | ||
Long lived assets | $ 5,728 | $ 1,715 |
Note 9 - Segment Information _4
Note 9 - Segment Information - Geographic Data (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net revenues | $ 57,160 | $ 54,579 |
BRAZIL | ||
Net revenues | $ 15,532 | $ 13,410 |
BRAZIL | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 27.20% | 24.60% |
SOUTH AFRICA | ||
Net revenues | $ 6,534 | $ 7,444 |
SOUTH AFRICA | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 11.40% | 13.60% |
MEXICO | ||
Net revenues | $ 5,287 | $ 5,360 |
MEXICO | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 9.20% | 9.80% |
CHINA | ||
Net revenues | $ 3,279 | $ 2,442 |
CHINA | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 5.70% | 4.50% |
INDIA | ||
Net revenues | $ 2,730 | $ 2,247 |
INDIA | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 4.80% | 4.10% |
JAPAN | ||
Net revenues | $ 2,206 | $ 2,424 |
JAPAN | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 3.90% | 4.40% |
CANADA | ||
Net revenues | $ 2,104 | $ 1,934 |
CANADA | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 3.70% | 3.50% |
AUSTRALIA | ||
Net revenues | $ 764 | $ 886 |
AUSTRALIA | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 1.30% | 1.60% |
TURKEY | ||
Net revenues | $ 67 | $ 63 |
TURKEY | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 0.10% | 0.10% |
International [Member] | ||
Net revenues | $ 38,503 | $ 36,210 |
International [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Percent of consolidated net revenue | 67.30% | 66.20% |
Note 11 - Leases (Details Textu
Note 11 - Leases (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Operating Lease, Right-of-Use Asset | $ 5,328 | $ 5,700 | |
Operating Lease, Liability, Total | $ 5,328 | $ 5,700 | |
Minimum [Member] | |||
Lessee, Operating Lease, Remaining Lease Term | 1 year | ||
Maximum [Member] | |||
Lessee, Operating Lease, Remaining Lease Term | 11 years |
Note 11 - Leases - Lease Cost (
Note 11 - Leases - Lease Cost (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Operating lease cost | $ 532 |
Short-term lease cost | 29 |
Variable costs | 290 |
Total lease cost | $ 851 |
Note 11 - Leases - Supplemental
Note 11 - Leases - Supplemental Cash Flow Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019USD ($) | ||
Operating cash flows from operating leases | $ 509 | |
Operating leases | $ 5,736 | [1] |
[1] | Amounts for the three months ended March 31, 2019 include the transition adjustment for the adoption of ASU 2016-02 discussed in Note 10. |
Note 11 - Leases - Balance Shee
Note 11 - Leases - Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating Lease, Right-of-Use Asset | $ 5,328 | $ 5,700 | |
Current portion of operating lease liabilities | 1,400 | ||
Non-current portion of operating lease liabilities | 3,928 | ||
Operating Lease, Liability, Total | $ 5,328 | $ 5,700 | |
Weighted average remaining lease term—operating leases (in years) (Year) | 2 years 36 days | ||
Weighted average discount rate—operating leases | 8.90% |
Note 11 - Leases - Maturity of
Note 11 - Leases - Maturity of Lease Liability (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 |
2019 | $ 1,336 | |
2020 | 2,682 | |
2021 | 878 | |
2022 | 987 | |
2023 | 78 | |
Thereafter | ||
Total lease payments | 5,961 | |
Less: imputed interest | (633) | |
Operating Lease, Liability, Total | $ 5,328 | $ 5,700 |
Note 11 - Leases - Future Minim
Note 11 - Leases - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
2019 | $ 1,946 |
2020 | 1,428 |
2021 | 945 |
2022 | 682 |
2023 | 340 |
Total | $ 5,341 |