Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 07, 2023 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001140102 | |
Entity Registrant Name | HireQuest, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38513 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 91-2079472 | |
Entity Address, Address Line One | 111 Springhall Drive | |
Entity Address, City or Town | Goose Creek | |
Entity Address, State or Province | SC | |
Entity Address, Postal Zip Code | 29445 | |
City Area Code | 843 | |
Local Phone Number | 723-7400 | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | HQI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 13,900,000 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash | $ 1,110 | $ 3,049 |
Accounts receivable, net of allowance for doubtful accounts | 50,171 | 45,728 |
Notes receivable | 926 | 817 |
Prepaid expenses, deposits, and other assets | 3,278 | 1,833 |
Prepaid workers' compensation | 666 | 503 |
Total current assets | 56,151 | 51,930 |
Property and equipment, net | 4,321 | 4,353 |
Workers’ compensation claim payment deposit | 1,469 | 1,231 |
Franchise agreements, net | 21,866 | 23,144 |
Other intangible assets, net | 10,292 | 10,690 |
Goodwill | 5,870 | 5,870 |
Other assets | 122 | 325 |
Notes receivable, net of current portion and reserve | 3,742 | 2,675 |
Intangible asset held for sale - discontinued operations | 1,405 | 3,065 |
Total assets | 105,238 | 103,283 |
Current liabilities | ||
Accounts payable | 210 | 448 |
Line of credit | 14,409 | 12,543 |
Term loans payable | 510 | 704 |
Other current liabilities | 2,622 | 3,408 |
Accrued payroll, benefits, and payroll taxes | 4,594 | 5,602 |
Due to franchisees | 10,990 | 9,846 |
Risk management incentive program liability | 521 | 877 |
Workers' compensation claims liability | 3,222 | 3,352 |
Total current liabilities | 37,078 | 36,780 |
Term loan payable, net of current portion | 219 | 3,291 |
Deferred tax liability | 43 | 60 |
Workers' compensation claims liability, net of current portion | 2,419 | 2,573 |
Franchisee deposits | 2,481 | 2,325 |
Total liabilities | 42,240 | 45,029 |
Commitments and contingencies (Note 8) | 0 | 0 |
Stockholders' equity | ||
Preferred stock - $0.001 par value, 1,000 shares authorized; none issued | 0 | 0 |
Common stock - $0.001 par value, 30,000 shares authorized; 13,982 and 13,918 shares issued, respectively | 14 | 14 |
Additional paid-in capital | 33,972 | 32,844 |
Treasury stock, at cost - 40 shares | (146) | (146) |
Retained earnings | 29,158 | 25,542 |
Total stockholders' equity | 62,998 | 58,254 |
Total liabilities and stockholders' equity | $ 105,238 | $ 103,283 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares shares in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 1,000 | 1,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 30,000 | 30,000 |
Common stock, shares issued (in shares) | 13,982 | 13,918 |
Treasury stock, shares (in shares) | 40 | 40 |
Consolidated Statements of Inco
Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue | $ 9,271 | $ 7,849 | $ 28,118 | $ 22,894 |
Selling, general and administrative expenses | 6,354 | 2,111 | 17,824 | 7,989 |
Depreciation and amortization | 699 | 497 | 2,096 | 1,518 |
Income from operations | 2,218 | 5,241 | 8,198 | 13,387 |
Other miscellaneous income (expense) | 117 | (99) | 259 | (2,021) |
Interest income | 83 | 51 | 197 | 198 |
Interest and other financing expense | (302) | (99) | (1,155) | (256) |
Net income before income taxes | 2,116 | 5,094 | 7,499 | 11,308 |
Provision for income taxes | 518 | 946 | 1,530 | 1,871 |
Net income from continuing operations | 1,598 | 4,148 | 5,969 | 9,437 |
Income (loss) from discontinued operations, net of tax | (115) | 98 | 151 | 304 |
Net income | $ 1,483 | $ 4,246 | $ 6,120 | $ 9,741 |
Basic earnings (loss) per share | ||||
Continuing operations (in dollars per share) | $ 0.12 | $ 0.3 | $ 0.44 | $ 0.7 |
Discontinued operations (in dollars per share) | (0.01) | 0.01 | 0.01 | 0.02 |
Total (in dollars per share) | 0.11 | 0.31 | 0.45 | 0.72 |
Diluted earnings (loss) per share | ||||
Continuing operations (in dollars per share) | 0.12 | 0.3 | 0.44 | 0.69 |
Discontinued operations (in dollars per share) | (0.01) | 0.01 | 0.01 | 0.02 |
Total (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.71 |
Weighted average shares outstanding | ||||
Basic (in shares) | 13,751 | 13,610 | 13,709 | 13,598 |
Diluted (in shares) | 13,820 | 13,677 | 13,777 | 13,688 |
Royalty [Member] | ||||
Revenue | $ 8,894 | $ 7,420 | $ 26,920 | $ 21,217 |
Service [Member] | ||||
Revenue | $ 377 | $ 429 | $ 1,198 | $ 1,677 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Treasury Stock, Common [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2021 | 13,745 | ||||
Balance at Dec. 31, 2021 | $ 14 | $ (146) | $ 30,472 | $ 16,395 | $ 46,735 |
Stock based compensation | 0 | 1,893 | 0 | 1,893 | |
Common stock dividends | 0 | 0 | (2,479) | (2,479) | |
Restricted common stock granted (in shares) | 160 | ||||
Net Income (loss) | 0 | 0 | 9,741 | 9,741 | |
Balance (in shares) at Sep. 30, 2022 | 13,905 | ||||
Balance at Sep. 30, 2022 | $ 14 | (146) | 32,365 | 23,657 | 55,890 |
Balance (in shares) at Jun. 30, 2022 | 13,827 | ||||
Balance at Jun. 30, 2022 | $ 14 | (146) | 31,781 | 20,239 | 51,888 |
Stock based compensation | 0 | 0 | 584 | 0 | 584 |
Common stock dividends | $ 0 | 0 | 0 | (828) | (828) |
Restricted common stock granted (in shares) | 78 | ||||
Net Income (loss) | $ 0 | 0 | 0 | 4,246 | 4,246 |
Balance (in shares) at Sep. 30, 2022 | 13,905 | ||||
Balance at Sep. 30, 2022 | $ 14 | (146) | 32,365 | 23,657 | 55,890 |
Balance (in shares) at Dec. 31, 2022 | 13,918 | ||||
Balance at Dec. 31, 2022 | $ 14 | (146) | 32,844 | 25,542 | 58,254 |
Stock based compensation | 0 | 1,128 | 0 | 1,128 | |
Common stock dividends | 0 | 0 | (2,504) | (2,504) | |
Restricted common stock granted (in shares) | 64 | ||||
Net Income (loss) | 0 | 0 | 6,120 | 6,120 | |
Balance (in shares) at Sep. 30, 2023 | 13,982 | ||||
Balance at Sep. 30, 2023 | $ 14 | (146) | 33,972 | 29,158 | 62,998 |
Balance (in shares) at Jun. 30, 2023 | 13,939 | ||||
Balance at Jun. 30, 2023 | $ 14 | (146) | 33,666 | 28,512 | 62,046 |
Stock based compensation | 0 | 0 | 306 | 0 | 306 |
Common stock dividends | $ 0 | 0 | 0 | (837) | (837) |
Restricted common stock granted (in shares) | 43 | ||||
Net Income (loss) | $ 0 | 0 | 0 | 1,483 | 1,483 |
Balance (in shares) at Sep. 30, 2023 | 13,982 | ||||
Balance at Sep. 30, 2023 | $ 14 | $ (146) | $ 33,972 | $ 29,158 | $ 62,998 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Dividends, per share (in dollars per share) | $ 0.06 | $ 0.18 | $ 0.18 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities | ||
Net income | $ 6,120 | $ 9,741 |
Income from discontinued operations | (151) | (304) |
Net income from continuing operations | (5,969) | (9,437) |
Adjustments to reconcile net income to net cash (used in) provided by operations: | ||
Depreciation and amortization | 2,096 | 1,777 |
Non-cash interest | 348 | 72 |
Allowance for losses on notes receivable | 300 | 233 |
Stock based compensation | 1,128 | 1,892 |
Deferred taxes | (17) | (473) |
Loss on disposition of intangible assets | 0 | 2,233 |
Non-cash gain | (77) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (4,443) | (1,393) |
Prepaid expenses, deposits, and other assets | (1,460) | (745) |
Prepaid workers' compensation | (163) | (504) |
Accounts payable | (238) | (2,434) |
Risk management incentive program liability | (356) | (433) |
Other current liabilities | (869) | (320) |
Accrued payroll, benefits and payroll taxes | (1,008) | (389) |
Due to franchisees | 1,144 | 3,884 |
Workers' compensation claim payment deposit | (238) | (284) |
Workers' compensation claims liability | (285) | (1,806) |
Net cash provided by operating activities - continuing operations | 1,831 | 10,747 |
Net cash (used in) provided by operating activities - discontinued operations | (46) | 562 |
Net cash provided by operating activities | 1,785 | 11,309 |
Cash flows from investing activities | ||
Purchase of acquisitions | 0 | (19,133) |
Purchase of property and equipment | (98) | (100) |
Proceeds from the sale of purchased locations | 0 | 9,317 |
Proceeds from payments on notes receivable | 685 | 610 |
Cash issued for notes receivable | (143) | (50) |
Investment in intangible asset | (290) | (976) |
Net change in franchisee deposits | 156 | 184 |
Net cash provided by (used in) investing activities | 310 | (10,148) |
Cash flows from financing activities | ||
Payments on term loan payable | (3,266) | (438) |
Payments related to debt issuance | (131) | 0 |
Payment of dividends | (2,504) | (2,479) |
Net cash used in financing activities | (4,034) | (882) |
Net (decrease) increase in cash | (1,939) | 279 |
Cash, beginning of period | 3,049 | 1,256 |
Cash, end of period | 1,110 | 1,535 |
Supplemental disclosure of non-cash investing and financing activities | ||
Notes receivable issued for the sale of intangible assets | 2,017 | 350 |
Amounts payable related to the purchase of acquisition | 0 | 1,800 |
Supplemental disclosure of cash flow information | ||
Interest paid | 1,124 | 185 |
Income taxes paid, net of refunds | 2,040 | 3,025 |
Line of Credit [Member] | Revolving Credit Facility [Member] | ||
Cash flows from financing activities | ||
Proceeds from long-term debt | $ 1,867 | $ 2,035 |
Note 1 - Overview and Summary o
Note 1 - Overview and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Basis of Presentation and Significant Accounting Policies [Text Block] | Note 1 Nature of Business HireQuest, Inc., together with its subsidiaries, (“HQI,” the “Company,” “we,” us,” or “our”) is a nationwide franchisor of offices providing direct-dispatch, executive search, and commercial staffing solutions primarily in the light industrial and blue-collar segments of the staffing industry and traditional commercial staffing. Our franchisees provide various types of temporary personnel through two On January 24, 2022, February 21, 2022 February 28, 2022 December 12, 2022 For additional information related to these transactions, see Note 2 As of September 30, 2023 1 13 Basis of Presentation We have prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and with the instructions to Article 8 X. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in our Annual Report filed on Form 10 December 31, 2022 not Consolidation The consolidated financial statements include the accounts of HQI and all of its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated. U.S. GAAP requires the primary beneficiary of a variable interest entity (“VIE”) to consolidate that entity. To be the primary beneficiary of a VIE, an entity must have both the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses or the right to receive benefits from the VIE that are significant to the beneficiary. We provide acquisition financing to some of our franchisees that could result in our having to absorb losses. This results in some franchisees being considered VIEs. We have reviewed our relationship with each of these franchisees and determined that we are not not Foreign Currency Translation The functional currency of the company and all of its subsidiaries is the United States dollar. Certain franchises located outside the United States may may three nine September 30, 2023 September 30, 2022 Use of Estimates The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Actual results could differ from those estimates. Significant estimates and assumptions underlie our workers’ compensation claim liabilities, our workers’ compensation Risk Management Incentive Program, our deferred taxes, our allowance for credit losses, potential impairment of goodwill and other intangibles, stock-based compensation, and estimated fair value of assets and liabilities acquired. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consist of amounts due for staffing services provided to customers of franchisees and of accounts receivable originating at company-owned locations. At September 30, 2023 December 31, 2022 42 84 not not For staffing services provided by company-owned offices, we record accounts receivable at face value less an allowance for doubtful accounts. We determine the allowance for doubtful accounts based on historical write-off experience, the age of the receivable, other qualitative factors and extenuating circumstances, and current economic data which represents our best estimate of the amount of expected credit losses on these accounts receivable, if any. We review the allowance for doubtful accounts periodically and evaluate how conditions that existed during the historical charge-off period may may September 30, 2023 December 31, 2022 Revenue Recognition Our primary source of revenue comes from royalty fees based on the operation of our franchised offices. Royalty fees from our HireQuest Direct business model are based on a percentage of sales for services our franchisees provide to customers, which ranges from 6.0% to 8.0%. Royalty fees from our HireQuest business line, including HireQuest franchisees, DriverQuest franchisees, the Northbound franchisee, the HireQuest Health franchisees, and Snelling and LINK franchisees who executed new franchise agreements upon closing, are 4.5% of the payroll we fund plus 18.0% of the gross margin for the territory. The MRI franchises with a lower royalty scale generally pay a flat annual fee plus a percentage-based royalty. For temporary labor, MRI franchises pay a royalty that ranges from 20% to 25% of payroll, depending on sales volume. Some customers that utilize qualified independent contractors cause the franchise to pay a royalty that ranges from 4% to 10% of contractor payments, depending on sales volume. Royalty fees from the Snelling franchise agreements assumed and not For franchised locations, we recognize revenue when we satisfy our performance obligations. Our performance obligations primarily take the form of a franchise license and promised services. Promised services consist primarily of paying temporary employees, completing all statutory payroll related obligations, and providing workers' compensation insurance on behalf of temporary employees. Because these performance obligations are interrelated, we do not For owned locations, we account for revenue when both parties to the contract have approved the contract, the rights and obligations of the parties are identified, payment terms are identified, and collectability of consideration is probable. Revenue derived from owned locations is recognized at the time we satisfy our performance obligation. Our contracts have a single performance obligation, which is the transfer of services. Because our customers receive and consume the benefits of our services simultaneously, our performance obligations are satisfied when our services are provided. Revenue from owned locations is reported net of customer credits, discounts, and taxes collected from customers that are remitted to taxing authorities. Our customers are invoiced every week and we rarely require payment prior to the delivery of service. Substantially all of our contracts include payment terms of 30 no not one Below are summaries of our franchise royalties disaggregated by business model (in thousands): Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 HireQuest Direct $ 3,893 $ 4,360 $ 11,780 $ 12,139 HireQuest, Snelling, DriverQuest, HireQuest Health, MRI, Northbound, SearchPath and TradeCorp 5,001 3,060 15,140 9,078 Total $ 8,894 $ 7,420 $ 26,920 $ 21,217 Service revenue, which forms the other component of our total revenue, consists of interest we charge our franchisees on overdue customer accounts receivable, trademark license fees, and other fees for optional services we provide. We recognize interest income based on the effective interest rate applied to the outstanding principal balance of overdue accounts. License fees are charged to some locations that utilize our intellectual property that are not Notes Receivable Notes receivable from franchisees consist primarily of amounts due to us related to the financing of franchised locations. We charge interest at a fixed rate and interest income is calculated by applying the effective rate to the outstanding principal balance. The Company estimates expected credit losses over the life of its notes receivable as of the reporting date based on relevant information about past events, current conditions, and reasonable and supportable forecasts. The Company records the estimate of expected credit losses as an allowance for credit losses. Our notes receivable are measured at an amortized cost basis with the allowance for credit losses reported as a valuation account on the balance sheet that adjusts the asset’s amortized cost basis. Our notes receivable are generally secured by the assets of each location and the ownership interests in the franchise. We monitor the financial condition of our debtors and compare the amortized cost basis of a note and the fair value of collateral securing the note as of the reporting date. This includes reserves we have collected and hold in cash, any amounts payable to the franchisee, workers’ compensation rebates not September 30, 2023 December 31, 2022 Some of our notes receivable have contingent consideration based on a percentage of specified system-wide sales that exceed certain thresholds. Notes with contingent consideration are recorded at fair value when originated. Probability of payment is reflected in the fair value, as is the time value of money. Subsequent changes in the recorded amount of contingent consideration are recognized during period in which the change was recognized. Notes receivable from non-franchisees consist primarily of amounts due to us from the sale of non-core assets acquired after an acquisition. We report notes receivable from non-franchisees at the principal balance outstanding less an allowance for losses. We charge interest at a fixed rate and interest income is calculated by applying the effective rate to the outstanding principal balance. Notes receivable are generally unsecured. We monitor the financial condition of our debtors and evaluate the potential impairment of notes receivable based on various analyses, including estimated discounted future cash flows, at least annually and whenever events or changes in circumstances indicate that the carrying amount of the assets may not no September 30, 2023 December 31, 2022 Intangible Assets Intangible assets acquired are recorded at fair value. We test our finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not may not not 2023 2022. Finite-lived intangible assets are amortized using the straight-line method over their estimated useful lives, which ranges from 5 to 15 years. Our finite-lived intangible assets include acquired franchise agreements, acquired customer relationships, acquired customer lists, internally developed software, and purchased software. Our indefinite-lived intangible assets include acquired domain names and acquired trade names. For additional information related to significant additions to intangible assets, see Note 2 Intangible assets internally developed are measured at cost. We capitalize costs to develop or purchase computer software for internal use which are incurred during the application development stage. These costs include fees paid to third not The table below reflects information related to our intangible assets (in thousands). September 30, 2023 December 31, 2022 Estimated useful life Gross Accumulated amortization Net Gross Accumulated amortization Net Finite-lived intangible assets: Franchise agreements 15 years $ 25,556 $ (3,690 ) $ 21,866 $ 25,556 $ (2,412 ) $ 23,144 Purchased software 7 years 3,200 (914 ) 2,286 3,200 (571 ) 2,629 Internally developed software 5 years 2,583 (383 ) 2,200 2,294 (39 ) 2,255 Total finite-lived intangible assets 31,339 (4,987 ) 26,352 31,050 (3,022 ) 28,028 Indefinite-lived intangible assets: Domain name Indefinite 2,226 - 2,226 2,226 - 2,226 Trade name Indefinite 3,580 - 3,580 3,580 - 3,580 Total intangible assets $ 37,145 $ (4,987 ) $ 32,158 $ 36,856 $ (3,022 ) $ 33,834 Impairment - Intangible Assets Indefinite-lived intangible assets are tested annually for impairment during the fourth not may Impairment of indefinite-lived intangibles is determined using a two first not no may none, Goodwill Goodwill represents the excess purchase price over the fair value of identifiable assets received attributable to business combinations. Goodwill is measured for impairment at least annually, or whenever events and circumstances arise that indicate an impairment may Impairment September 30, 2023 The table below summarizes our goodwill at December 31, 2022 nine September 30, 2023 Goodwill balance at December 31, 2022 $ 5,870 Change in goodwill during 2023 - Goodwill balance at September 30, 2023 $ 5,870 Impairment - Goodwill Goodwill is tested annually for impairment during the third not may For purposes of our impairment test, we operate as a single reporting unit. Determining the fair value of a reporting unit when performing a quantitative impairment test involves the use of significant estimates and assumptions by management. Different judgments relating to the determination of reporting units could significantly affect the testing of goodwill for impairment and the amount of any impairment recognized. When evaluating goodwill for impairment, we have the option to first not not not no Based on our annual qualitative assessment that was performed during the quarter ended September 30, 2023 not not not Marketing and Advertising Some of our MRI franchisees are required to pay an advertising fee equal to 0.5% - 1.0% of total net sales, which supports national advertising designed to build brand awareness and drive traffic for both potential customers and potential candidates. The national advertising effort is administered by us, with franchisees providing input. Some examples include subscriptions to various job boards, the creation of digital content for social media, supporting investments in marketing-related software, and purchasing video and print media. Earnings per Share We calculate basic earnings per share by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding. We do not September 30, 2023 September 30, 2022 We use the treasury stock method to calculate the diluted common shares outstanding which were as follows (in thousands): Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Weighted average number of common shares used in basic net income per common share 13,751 13,610 13,709 13,598 Dilutive effects of unvested restricted stock and stock options 69 67 68 90 Weighted average number of common shares used in diluted net income per common share 13,820 13,677 13,777 13,688 Fair Value Measures Fair value is the price that would be received to sell an asset, or paid to transfer a liability, in the principal or most advantageous market for the asset or liability in an ordinary transaction between market participants on the measurement date. Our policy on fair value measures requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The policy establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The policy prioritizes the inputs into three may Level 1: Level 2: Level 3: The carrying amounts of cash, accounts receivable, accounts payable, the line of credit and all other current assets and liabilities approximate fair values due to their short-term nature. The fair value of notes receivable approximates the amortized cost basis as adjusted by an allowance for credit losses, as we believe the stated interest rates reflects the prevailing market rates given our unique collateral position and the scarce capital resources willing to finance a franchise. The fair value of the term loan payable approximates its carrying value because current rates for similar borrowings do not September 30, 2023 (in thousands) Total Level 1 Level 2 Level 3 Cash $ 1,110 $ 1,110 $ - $ - Notes receivable 4,668 - 4,668 - Accounts receivable 50,171 - 50,171 - Total assets at fair value $ 55,949 $ 1,110 $ 54,839 $ - Term loans payable $ 729 $ - $ 729 $ - Line of credit 14,409 - 14,409 - Total liabilities at fair value $ 15,138 $ - $ 15,138 $ - December 31, 2022 (in thousands) Total Level 1 Level 2 Level 3 Cash $ 3,049 $ 3,049 $ - $ - Notes receivable 3,492 - 3,492 - Accounts receivable 45,728 - 45,728 - Total assets at fair value $ 52,269 $ 3,049 $ 49,220 $ - Term loan payable $ 3,995 $ - $ 3,995 $ - Line of credit 12,543 - 12,543 - Total liabilities at fair value $ 16,538 $ - $ 16,538 $ - For additional information related to our impaired notes receivable, see Note 11 Discontinued Operations Company-owned offices that have been disposed of by sale, disposed of other than by sale, or are classified as held-for-sale, are reported separately as discontinued operations. In addition, a newly acquired business that, upon acquisition, meets the held-for-sale criteria will be reported as discontinued operations. Accordingly, the assets and liabilities, operating results, and cash flows for these businesses are presented separate from our continuing operations for all periods presented in our consolidated financial statements and footnotes, unless indicated otherwise. The assets and liabilities of a discontinued operation held for sale are measured at the lower of the carrying value or fair value less cost to sell. Reclassification Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no Recently Adopted Accounting Pronouncements In June 2016, 2016 13, Financial Instruments – Credit Losses (Topic 326 not first 2023. not In March 2020, 2020 04, Reference Rate Reform (Topic 848 December 21, 2022, 2022 06, Reference Rate Reform (Topic 848 848 2022 04. February 28, 2023 no 4 In October 2021, 2021 08, Business Combinations – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. 606 January 1, 2023 not Recently Issued Accounting Pronouncements In October 2023, 2023 06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative No. 33 10532, August 17, 2018, 2023 06 14 27 X not |
Note 2 - Acquisitions
Note 2 - Acquisitions | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | Note 2 Business Combinations The Dubin Group, Inc., and Dubin Workforce Solutions On February 21, 2022 January 19, 2022 The fair values of the assets acquired were determined based on information available to us. From the date of acquisition through December 31, 2022, third Cash consideration $ 2,100 Note payable & net working capital payable 362 Total consideration $ 2,462 Customer relationships $ 1,600 Customer lists 200 Accounts receivable 462 Goodwill 200 Purchase price allocation $ 2,462 Goodwill represents the expected synergies with our existing business, the acquired assembled workforce, potential new customers, and future cash flows after the acquisition of Dubin. Goodwill is deductible for income tax purposes. The following table presents unaudited pro forma information (in thousands, except per share data) assuming (a) the acquisition of Dubin had occurred on January 1, 2021, ( none 2 not $31 $56 three September 30, 2023 September 30, 2022 $80 $107 nine September 30, 2023 September 30, 2022 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 9,361 $ 28,118 $ 27,146 Net income 1,483 4,246 6,120 9,712 Basic earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.71 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.71 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 These calculations reflect increased amortization expense, increased payroll expense, increased SG&A expense, the elimination of gains associated with the transaction, and the consequential tax effects that would have resulted had the acquisition closed on January 1, 2021. In connection with the acquisition, we divided Dubin into separate businesses and sold certain assets related to the operations of one three March 31, 2022. third December 31, 2022 not December 31, 2022 Temporary Alternatives On January 24, 2022, January 10, 2022, The fair values of the assets acquired were determined based on information available to us. From the date of acquisition through September 30, 2023 third Cash consideration $ 6,707 Net working capital payable 336 Total consideration $ 7,043 Customer lists $ 4,000 Accounts receivable 2,668 Goodwill 375 Purchase price allocation $ 7,043 Goodwill represents the expected synergies with our existing business, the acquired assembled workforce, potential new customers, and future cash flows after the acquisition of Temporary Alternatives. Goodwill is deductible for income tax purposes. The following table presents unaudited pro forma information (in thousands, except per share data) assuming (a) the acquisition of Temporary Alternatives had occurred on January 1, 2021, ( none 2 not $119 $72 three September 30, 2023 September 30, 2022 $388 $252 nine September 30, 2023 September 30, 2022 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 9,361 $ 28,118 $ 26,940 Net income 1,483 4,246 6,120 10,595 Basic earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.78 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.78 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 These calculations reflect increased amortization expense, increased SG&A expense, the elimination of losses associated with the transaction, and the consequential tax effects that would have resulted had the acquisition closed on January 1, 2021. In connection with the acquisition, we sold certain assets related to the operations of the acquired locations in 2022. Note 3 Northbound Executive Search On February 28, 2022 January 25, 2022, The fair values of the assets acquired and the liabilities assumed were determined based on information available to us. From the date of acquisition through September 30, 2023 third Cash consideration $ 9,600 Net working capital payable 328 Note payable 1,500 Total consideration $ 11,428 Customer relationships $ 7,700 Trade name 1,400 Accounts receivable 3,386 Other current assets 94 Goodwill 500 Current liabilities assumed (1,652 ) Purchase price allocation $ 11,428 Goodwill represents the expected synergies with our existing business, the acquired assembled workforce, potential new customers, and future cash flows after the acquisition of Northbound. Goodwill is deductible for income tax purposes. The following table presents unaudited pro forma information (in thousands, except per share data) assuming (a) the acquisition of Northbound had occurred on January 1, 2021, ( none 2 not $270 $286 three September 30, 2023 September 30, 2022 $789 $717 nine September 30, 2023 September 30, 2022 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 9,361 $ 28,118 $ 26,982 Net income 1,483 4,246 6,120 10,793 Basic earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.79 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.79 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 These calculations reflect increased amortization expense, increased SG&A expense, the elimination of losses associated with the transaction, and the consequential tax effects that would have resulted had the acquisition closed on January 1, 2021. In connection with the Northbound acquisition, we entered into an amortizing term loan from the seller for $1.5 million scheduled to mature on March 1, 2025 April 1, 2022 March 1, 2025. may Immediately after the acquisition, we sold certain assets related to the operations of the acquired locations. In connection with their purchase, the buyers executed franchise agreements with us and became franchisees. The aggregate sale price for the operating assets was $6.4 million. In conjunction with the sale of assets acquired in this transaction, we recognized a loss of approximately $1.7 million which is reflected on the line item, "Other miscellaneous income (expense)," in our consolidated statement of income for the three March 31, 2022. Note 3 third nine September 30, 2022. MRI On December 12, 2022, November 16, 2022, The following table summarizes the estimated fair values of the identifiable assets acquired and liabilities assumed as of the acquisition date: Cash consideration $ 13,000 Contingent consideration 60 Net working capital payable 223 Total consideration $ 13,283 Customer relationships $ 5,640 Trade name 2,180 Royalty receivable 575 Current assets 581 Goodwill 4,795 Current liabilities assumed (488 ) Purchase price allocation $ 13,283 Goodwill represents the expected synergies with our existing business, the acquired assembled workforce, potential new customers, and future cash flows after the acquisition of MRI. Goodwill is deductible for income tax purposes. The following table presents unaudited pro forma information (in thousands, except per share data) assuming (a) the acquisition of MRI had occurred on January 1, 2021, ( none 2 not $1.6 million $5.8 million three nine September 30, 2023 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 10,655 $ 28,118 $ 29,548 Net income 1,483 5,674 6,120 13,446 Basic earnings per share $ 0.11 $ 0.42 $ 0.45 $ 0.99 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.41 $ 0.45 $ 0.98 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 |
Note 3 - Related Party Transact
Note 3 - Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 3 Prior to entering into a new related party transaction which is disclosable pursuant to Item 404 may may Several significant shareholders and directors of HQI own portions of Jackson Insurance Agency, Bass Underwriters, Inc., Insurance Technologies, Inc., and a number of our franchisees (in whole or in part). Jackson Insurance Agency ("Jackson Insurance") and Bass Underwriters, Inc. ("Bass") Edward Jackson, a member of our Board and significant stockholder, and a member of Mr. Jackson’s immediate family own Jackson Insurance. Mr. Jackson, Richard Hermanns, our CEO, Chairman of our Board, and largest stockholder, and irrevocable trusts set up by each of them, collectively own a majority of Bass, a large managing general agent. Jackson Insurance and Bass brokered property, casualty, general liability, and cybersecurity insurance for a series of predecessor entities prior to the 2019 July 15, 2019, During the three September 30, 2023 September 30, 2022 nine September 30, 2023 September 30, 2022 Insurance Technologies, Inc. ("Insurance Technologies") Mr. Jackson, Mr. Hermanns, and irrevocable trusts set up by each of them, collectively own a majority of Insurance Technologies, an IT development and security firm. On October 24, 2019, During the three September 30, 2023 September 30, 2022 nine September 30, 2023 September 30, 2022 The Worlds Franchisees Mr. Jackson and immediate family members of Mr. Hermanns have significant ownership interests in certain of our franchisees (the “Worlds Franchisees”). There were 35 Worlds Franchisees at September 30, 2023 Other transactions regarding the Worlds Franchisees are summarized below (in thousands): Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Franchisee royalties $ 2,414 $ 2,177 $ 7,300 $ 6,442 Balances regarding the Worlds Franchisees are summarized below (in thousands): September 30, 2023 December 31, 2022 Due to franchisee $ 1,110 $ 1,468 Risk management incentive program liability 401 446 |
Note 4 - Line of Credit and Ter
Note 4 - Line of Credit and Term Loans | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 4 Revolving Credit Agreement with Bank of America, N.A. On February 28, 2023 one ten 1.0:1.0 not 3.0:1.0; 1.25:1.0. September 30, 2023 6.6%. February 28, 2028. nine September 30, 2023 The Credit Agreement and other loan documents contain customary representations and warranties, affirmative, and negative covenants, including without limitation, those covenants governing indebtedness, liens, fundamental changes, restricting certain payments including dividends unless certain conditions are met, transactions with affiliates, investments, engaging in business other than the current business of the Borrowers and business reasonably related thereto, and sale/leaseback transactions. The Credit Agreement and other loan documents also contain customary events of default including, without limitation, payment default, material breaches of representations and warranties, breach of covenants, cross-default on material indebtedness, certain bankruptcies, certain ERISA violations, material judgments, change in control, termination or invalidity of any guaranty or security documents, and defaults under other loan documents. The obligations under the Credit Agreement and other loan documents are secured by substantially all of the assets of the Borrowers as collateral including, without limitation, their accounts and notes receivable, intellectual property and the real estate owned by HQ Real Property Corporation. At September 30, 2023 5 Revolving Credit and Term Loan Agreement with Truist Bank On June 29, 2021 may June 29, 2026. 15 June 29, 2036. Term Loan In connection with the Northbound acquisition, we entered into an amortizing term loan from the seller for $1.5 million scheduled to mature on March 1, 2025 April 1, 2022 March 1, 2025. may The following table provides the estimated future maturities of term loans as of September 30, 2023 2023 84 2024 514 2025 131 Total future maturities 729 |
Note 5 - Workers' Compensation
Note 5 - Workers' Compensation Insurance and Reserves | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Workers Compensation Insurance and Reserves Disclosure [Text Block] | Note 5 Compensation Insurance and Reserves Beginning in March 2014, one July 15, 2019, July 15, 2019. July 15, 2019 Command Center, the predecessor entity that acquired Legacy HQ in 2019, March 1, 2020, $500 one $500 $750 $500 July 15, 2019, Under these high deductible programs, we are effectively self-insured. Per our contractual agreements with ACE, we must provide collateral deposits of approximately $ 9.2 million |
Note 6 - Stockholders' Equity
Note 6 - Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Equity [Text Block] | Note 6 Equity Dividend In the third 2020 2023 2022 Declaration date Dividend Total paid March 1, 2022 $ 0.06 $ 822 June 1, 2022 0.06 827 September 1, 2022 0.06 829 December 1, 2022 0.06 833 March 1, 2023 0.06 833 June 1, 2023 0.06 835 September 1, 2023 0.06 837 |
Note 7 - Stock Based Compensati
Note 7 - Stock Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | Note 7 Employee Stock Incentive Plan In December 2019, 2019 “2019 2019 no 2019 No may no may no may twelve may 2019 June 2020 In September 2019, second During the first nine months of 2023 , we issued 3,702 shares valued at approximately $72 thousand under this program. During the first nine months of 2022 , we issued approximately 10 thousand shares valued at approximately $151 thousand under this program. In the first nine 2023 2019 three first nine 2023 Also in the first nine 2023 2019 three 4 second In the first nine 2022, 2019 three first nine 2022, 2019 three 2019 first The following table summarizes our restricted stock outstanding at December 31, 2022 nine September 30, 2023 Shares Weighted average grant date price Non-vested, December 31, 2022 202 $ 15.15 Granted 64 20.84 Vested (107 ) 15.04 Non-vested, September 30, 2023 159 17.99 Stock options that were outstanding at Command Center were deemed to be issued on the date of the Merger. Outstanding awards continue to remain in effect according to the terms of the Command Center 2008 2016 September 30, 2023 December 31, 2022 The following table summarizes our stock options outstanding at December 31, 2022 nine September 30, 2023 Number of shares underlying options Weighted average exercise price per share Weighted average grant date fair value Outstanding, December 31, 2022 13 $ 5.47 $ 2.98 Granted - - - Outstanding, September 30, 2023 13 5.47 2.98 There were no non-vested stock options outstanding at September 30, 2023 December 31, 2022 The following table summarizes information about our outstanding stock options, and reflects the intrinsic value recalculated based on the closing price of our common stock of $15.43 at September 30, 2023 Number of shares underlying options Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding and exercisable 13 $ 5.47 4.5 $ 129 At September 30, 2023 |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 8 Franchise Acquisition Indebtedness New franchisees financed the purchase of several offices with promissory notes. In some instances, this financing resulted in certain franchises being considered VIEs. We have determined that we are not not September 30, 2023 December 31, 2022 Legal Proceedings From time to time, we are involved in various legal and administrative proceedings. Based on information currently available to us, we do not not no September 30, 2023 |
Note 9 - Income Tax
Note 9 - Income Tax | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 9 Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date income, plus any significant unusual or infrequently occurring items which are recorded in the interim period. The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but not may . Our effective tax rate for continuing operations during the three September 30, 2023 September 30, 2022 24. 5% nine September 30, 2023 September 30, 2022 We use an intra-period tax allocation to allocate total income tax expense (or benefit) to the different components of continuing operations and discontinued operations. This allocation uses a with and without methodology to determine income tax expense for discontinued operations. Tax (benefit) expense allocated to discontinued operations was $(37) thousand and $32 thousand for the three September 30, 2023 September 30, 2022 nine September 30, 2023 September 30, 2022 |
Note 10 - Discontinued Operatio
Note 10 - Discontinued Operations | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Note 10 In connection with the Dubin acquisition, certain assets acquired are still owned by us and classified as held-for-sale. When we acquired Dubin, there were two not 2022, not 12 When we acquired Dental Power in 2021, December 2022, March 1, 2023, first 2023 Intangible assets associated with discontinued operations consist of customer lists with a net carrying value of approximately $1.4 million and $3.1 million on September 30, 2023 December 31, 2022 The income from discontinued operations amounts as reported on our consolidated statements of operations was comprised of the following amounts (in thousands): Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Revenue $ 209 $ 1,815 $ 1,688 $ 4,786 Cost of staffing services 102 1,296 1,106 3,336 Gross profit 107 519 582 1,450 Selling, general and administrative expenses (116 ) (286 ) (579 ) (789 ) Depreciation & amortization - (104 ) - (259 ) (Loss) gain on sale of intangible assets (143 ) - 196 - Net (loss) income before tax (152 ) 129 199 402 (Benefit) provision for income taxes (37 ) 31 48 98 Net (loss) income $ (115 ) $ 98 $ 151 $ 304 |
Note 11 - Notes Receivable
Note 11 - Notes Receivable | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | Note 11 Notes from Franchisees Several franchisees borrowed funds from us primarily to finance the initial purchase price of office assets, including intangible assets. Notes outstanding, net of allowance for losses, were approximately $4.7 million and $3.5 million as of September 30, 2023 December 31, 2022 three September 30, 2023 September 30, 2022 nine September 30, 2023 September 30, 2022 We estimate the allowance for credit losses for franchisees separately from the allowance for credit losses from non-franchisees because of the level of detailed sales information available to us with respect to our franchisees. Based on our review of available collateral historical information, current conditions, and reasonable and supportable forecasts, we have established an allowance of approximately $560 thousand and $405 thousand as of September 30, 2023 December 31, 2022 The following table summarizes our notes receivable balance to franchisees (in thousands): September 30, 2023 December 31, 2022 Note receivable $ 5,228 $ 3,752 Allowance for losses (560 ) (260 ) Notes receivable, net $ 4,668 $ 3,492 Notes from Non-Franchisees During 2020, 19 2021 may $233 June 2022. August 2022 third We did not three September 30, 2023 September 30, 2022 0 nine September 30, 2023 September 30, 2022 September 30, 2023 December 31, 2022 |
Note 12 - Subsequent Events
Note 12 - Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 12 On October 23, 2023, 12 September 30, 2023. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Nature of Operations, Policy [Policy Text Block] | Nature of Business HireQuest, Inc., together with its subsidiaries, (“HQI,” the “Company,” “we,” us,” or “our”) is a nationwide franchisor of offices providing direct-dispatch, executive search, and commercial staffing solutions primarily in the light industrial and blue-collar segments of the staffing industry and traditional commercial staffing. Our franchisees provide various types of temporary personnel through two On January 24, 2022, February 21, 2022 February 28, 2022 December 12, 2022 For additional information related to these transactions, see Note 2 As of September 30, 2023 1 13 |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation We have prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and with the instructions to Article 8 X. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in our Annual Report filed on Form 10 December 31, 2022 not |
Consolidation, Policy [Policy Text Block] | Consolidation The consolidated financial statements include the accounts of HQI and all of its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated. U.S. GAAP requires the primary beneficiary of a variable interest entity (“VIE”) to consolidate that entity. To be the primary beneficiary of a VIE, an entity must have both the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses or the right to receive benefits from the VIE that are significant to the beneficiary. We provide acquisition financing to some of our franchisees that could result in our having to absorb losses. This results in some franchisees being considered VIEs. We have reviewed our relationship with each of these franchisees and determined that we are not not |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation The functional currency of the company and all of its subsidiaries is the United States dollar. Certain franchises located outside the United States may may three nine September 30, 2023 September 30, 2022 |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Actual results could differ from those estimates. Significant estimates and assumptions underlie our workers’ compensation claim liabilities, our workers’ compensation Risk Management Incentive Program, our deferred taxes, our allowance for credit losses, potential impairment of goodwill and other intangibles, stock-based compensation, and estimated fair value of assets and liabilities acquired. |
Receivable [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consist of amounts due for staffing services provided to customers of franchisees and of accounts receivable originating at company-owned locations. At September 30, 2023 December 31, 2022 42 84 not not For staffing services provided by company-owned offices, we record accounts receivable at face value less an allowance for doubtful accounts. We determine the allowance for doubtful accounts based on historical write-off experience, the age of the receivable, other qualitative factors and extenuating circumstances, and current economic data which represents our best estimate of the amount of expected credit losses on these accounts receivable, if any. We review the allowance for doubtful accounts periodically and evaluate how conditions that existed during the historical charge-off period may may September 30, 2023 December 31, 2022 |
Revenue [Policy Text Block] | Revenue Recognition Our primary source of revenue comes from royalty fees based on the operation of our franchised offices. Royalty fees from our HireQuest Direct business model are based on a percentage of sales for services our franchisees provide to customers, which ranges from 6.0% to 8.0%. Royalty fees from our HireQuest business line, including HireQuest franchisees, DriverQuest franchisees, the Northbound franchisee, the HireQuest Health franchisees, and Snelling and LINK franchisees who executed new franchise agreements upon closing, are 4.5% of the payroll we fund plus 18.0% of the gross margin for the territory. The MRI franchises with a lower royalty scale generally pay a flat annual fee plus a percentage-based royalty. For temporary labor, MRI franchises pay a royalty that ranges from 20% to 25% of payroll, depending on sales volume. Some customers that utilize qualified independent contractors cause the franchise to pay a royalty that ranges from 4% to 10% of contractor payments, depending on sales volume. Royalty fees from the Snelling franchise agreements assumed and not For franchised locations, we recognize revenue when we satisfy our performance obligations. Our performance obligations primarily take the form of a franchise license and promised services. Promised services consist primarily of paying temporary employees, completing all statutory payroll related obligations, and providing workers' compensation insurance on behalf of temporary employees. Because these performance obligations are interrelated, we do not For owned locations, we account for revenue when both parties to the contract have approved the contract, the rights and obligations of the parties are identified, payment terms are identified, and collectability of consideration is probable. Revenue derived from owned locations is recognized at the time we satisfy our performance obligation. Our contracts have a single performance obligation, which is the transfer of services. Because our customers receive and consume the benefits of our services simultaneously, our performance obligations are satisfied when our services are provided. Revenue from owned locations is reported net of customer credits, discounts, and taxes collected from customers that are remitted to taxing authorities. Our customers are invoiced every week and we rarely require payment prior to the delivery of service. Substantially all of our contracts include payment terms of 30 no not one Below are summaries of our franchise royalties disaggregated by business model (in thousands): Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 HireQuest Direct $ 3,893 $ 4,360 $ 11,780 $ 12,139 HireQuest, Snelling, DriverQuest, HireQuest Health, MRI, Northbound, SearchPath and TradeCorp 5,001 3,060 15,140 9,078 Total $ 8,894 $ 7,420 $ 26,920 $ 21,217 Service revenue, which forms the other component of our total revenue, consists of interest we charge our franchisees on overdue customer accounts receivable, trademark license fees, and other fees for optional services we provide. We recognize interest income based on the effective interest rate applied to the outstanding principal balance of overdue accounts. License fees are charged to some locations that utilize our intellectual property that are not |
Financing Receivable [Policy Text Block] | Notes Receivable Notes receivable from franchisees consist primarily of amounts due to us related to the financing of franchised locations. We charge interest at a fixed rate and interest income is calculated by applying the effective rate to the outstanding principal balance. The Company estimates expected credit losses over the life of its notes receivable as of the reporting date based on relevant information about past events, current conditions, and reasonable and supportable forecasts. The Company records the estimate of expected credit losses as an allowance for credit losses. Our notes receivable are measured at an amortized cost basis with the allowance for credit losses reported as a valuation account on the balance sheet that adjusts the asset’s amortized cost basis. Our notes receivable are generally secured by the assets of each location and the ownership interests in the franchise. We monitor the financial condition of our debtors and compare the amortized cost basis of a note and the fair value of collateral securing the note as of the reporting date. This includes reserves we have collected and hold in cash, any amounts payable to the franchisee, workers’ compensation rebates not September 30, 2023 December 31, 2022 Some of our notes receivable have contingent consideration based on a percentage of specified system-wide sales that exceed certain thresholds. Notes with contingent consideration are recorded at fair value when originated. Probability of payment is reflected in the fair value, as is the time value of money. Subsequent changes in the recorded amount of contingent consideration are recognized during period in which the change was recognized. Notes receivable from non-franchisees consist primarily of amounts due to us from the sale of non-core assets acquired after an acquisition. We report notes receivable from non-franchisees at the principal balance outstanding less an allowance for losses. We charge interest at a fixed rate and interest income is calculated by applying the effective rate to the outstanding principal balance. Notes receivable are generally unsecured. We monitor the financial condition of our debtors and evaluate the potential impairment of notes receivable based on various analyses, including estimated discounted future cash flows, at least annually and whenever events or changes in circumstances indicate that the carrying amount of the assets may not no September 30, 2023 December 31, 2022 |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets Intangible assets acquired are recorded at fair value. We test our finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not may not not 2023 2022. Finite-lived intangible assets are amortized using the straight-line method over their estimated useful lives, which ranges from 5 to 15 years. Our finite-lived intangible assets include acquired franchise agreements, acquired customer relationships, acquired customer lists, internally developed software, and purchased software. Our indefinite-lived intangible assets include acquired domain names and acquired trade names. For additional information related to significant additions to intangible assets, see Note 2 Intangible assets internally developed are measured at cost. We capitalize costs to develop or purchase computer software for internal use which are incurred during the application development stage. These costs include fees paid to third not The table below reflects information related to our intangible assets (in thousands). September 30, 2023 December 31, 2022 Estimated useful life Gross Accumulated amortization Net Gross Accumulated amortization Net Finite-lived intangible assets: Franchise agreements 15 years $ 25,556 $ (3,690 ) $ 21,866 $ 25,556 $ (2,412 ) $ 23,144 Purchased software 7 years 3,200 (914 ) 2,286 3,200 (571 ) 2,629 Internally developed software 5 years 2,583 (383 ) 2,200 2,294 (39 ) 2,255 Total finite-lived intangible assets 31,339 (4,987 ) 26,352 31,050 (3,022 ) 28,028 Indefinite-lived intangible assets: Domain name Indefinite 2,226 - 2,226 2,226 - 2,226 Trade name Indefinite 3,580 - 3,580 3,580 - 3,580 Total intangible assets $ 37,145 $ (4,987 ) $ 32,158 $ 36,856 $ (3,022 ) $ 33,834 Impairment - Intangible Assets Indefinite-lived intangible assets are tested annually for impairment during the fourth not may Impairment of indefinite-lived intangibles is determined using a two first not no may none, |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess purchase price over the fair value of identifiable assets received attributable to business combinations. Goodwill is measured for impairment at least annually, or whenever events and circumstances arise that indicate an impairment may Impairment September 30, 2023 The table below summarizes our goodwill at December 31, 2022 nine September 30, 2023 Goodwill balance at December 31, 2022 $ 5,870 Change in goodwill during 2023 - Goodwill balance at September 30, 2023 $ 5,870 Impairment - Goodwill Goodwill is tested annually for impairment during the third not may For purposes of our impairment test, we operate as a single reporting unit. Determining the fair value of a reporting unit when performing a quantitative impairment test involves the use of significant estimates and assumptions by management. Different judgments relating to the determination of reporting units could significantly affect the testing of goodwill for impairment and the amount of any impairment recognized. When evaluating goodwill for impairment, we have the option to first not not not no Based on our annual qualitative assessment that was performed during the quarter ended September 30, 2023 not not not |
Advertising Cost [Policy Text Block] | Marketing and Advertising Some of our MRI franchisees are required to pay an advertising fee equal to 0.5% - 1.0% of total net sales, which supports national advertising designed to build brand awareness and drive traffic for both potential customers and potential candidates. The national advertising effort is administered by us, with franchisees providing input. Some examples include subscriptions to various job boards, the creation of digital content for social media, supporting investments in marketing-related software, and purchasing video and print media. |
Earnings Per Share, Policy [Policy Text Block] | Earnings per Share We calculate basic earnings per share by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding. We do not September 30, 2023 September 30, 2022 We use the treasury stock method to calculate the diluted common shares outstanding which were as follows (in thousands): Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Weighted average number of common shares used in basic net income per common share 13,751 13,610 13,709 13,598 Dilutive effects of unvested restricted stock and stock options 69 67 68 90 Weighted average number of common shares used in diluted net income per common share 13,820 13,677 13,777 13,688 |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measures Fair value is the price that would be received to sell an asset, or paid to transfer a liability, in the principal or most advantageous market for the asset or liability in an ordinary transaction between market participants on the measurement date. Our policy on fair value measures requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The policy establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The policy prioritizes the inputs into three may Level 1: Level 2: Level 3: The carrying amounts of cash, accounts receivable, accounts payable, the line of credit and all other current assets and liabilities approximate fair values due to their short-term nature. The fair value of notes receivable approximates the amortized cost basis as adjusted by an allowance for credit losses, as we believe the stated interest rates reflects the prevailing market rates given our unique collateral position and the scarce capital resources willing to finance a franchise. The fair value of the term loan payable approximates its carrying value because current rates for similar borrowings do not September 30, 2023 (in thousands) Total Level 1 Level 2 Level 3 Cash $ 1,110 $ 1,110 $ - $ - Notes receivable 4,668 - 4,668 - Accounts receivable 50,171 - 50,171 - Total assets at fair value $ 55,949 $ 1,110 $ 54,839 $ - Term loans payable $ 729 $ - $ 729 $ - Line of credit 14,409 - 14,409 - Total liabilities at fair value $ 15,138 $ - $ 15,138 $ - December 31, 2022 (in thousands) Total Level 1 Level 2 Level 3 Cash $ 3,049 $ 3,049 $ - $ - Notes receivable 3,492 - 3,492 - Accounts receivable 45,728 - 45,728 - Total assets at fair value $ 52,269 $ 3,049 $ 49,220 $ - Term loan payable $ 3,995 $ - $ 3,995 $ - Line of credit 12,543 - 12,543 - Total liabilities at fair value $ 16,538 $ - $ 16,538 $ - For additional information related to our impaired notes receivable, see Note 11 |
Discontinued Operations, Policy [Policy Text Block] | Discontinued Operations Company-owned offices that have been disposed of by sale, disposed of other than by sale, or are classified as held-for-sale, are reported separately as discontinued operations. In addition, a newly acquired business that, upon acquisition, meets the held-for-sale criteria will be reported as discontinued operations. Accordingly, the assets and liabilities, operating results, and cash flows for these businesses are presented separate from our continuing operations for all periods presented in our consolidated financial statements and footnotes, unless indicated otherwise. The assets and liabilities of a discontinued operation held for sale are measured at the lower of the carrying value or fair value less cost to sell. |
Reclassification, Comparability Adjustment [Policy Text Block] | Reclassification Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Pronouncements In June 2016, 2016 13, Financial Instruments – Credit Losses (Topic 326 not first 2023. not In March 2020, 2020 04, Reference Rate Reform (Topic 848 December 21, 2022, 2022 06, Reference Rate Reform (Topic 848 848 2022 04. February 28, 2023 no 4 In October 2021, 2021 08, Business Combinations – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. 606 January 1, 2023 not Recently Issued Accounting Pronouncements In October 2023, 2023 06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative No. 33 10532, August 17, 2018, 2023 06 14 27 X not |
Note 1 - Overview and Summary_2
Note 1 - Overview and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 HireQuest Direct $ 3,893 $ 4,360 $ 11,780 $ 12,139 HireQuest, Snelling, DriverQuest, HireQuest Health, MRI, Northbound, SearchPath and TradeCorp 5,001 3,060 15,140 9,078 Total $ 8,894 $ 7,420 $ 26,920 $ 21,217 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | September 30, 2023 December 31, 2022 Estimated useful life Gross Accumulated amortization Net Gross Accumulated amortization Net Finite-lived intangible assets: Franchise agreements 15 years $ 25,556 $ (3,690 ) $ 21,866 $ 25,556 $ (2,412 ) $ 23,144 Purchased software 7 years 3,200 (914 ) 2,286 3,200 (571 ) 2,629 Internally developed software 5 years 2,583 (383 ) 2,200 2,294 (39 ) 2,255 Total finite-lived intangible assets 31,339 (4,987 ) 26,352 31,050 (3,022 ) 28,028 Indefinite-lived intangible assets: Domain name Indefinite 2,226 - 2,226 2,226 - 2,226 Trade name Indefinite 3,580 - 3,580 3,580 - 3,580 Total intangible assets $ 37,145 $ (4,987 ) $ 32,158 $ 36,856 $ (3,022 ) $ 33,834 |
Schedule of Goodwill [Table Text Block] | Goodwill balance at December 31, 2022 $ 5,870 Change in goodwill during 2023 - Goodwill balance at September 30, 2023 $ 5,870 |
Schedule of Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Table Text Block] | Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Weighted average number of common shares used in basic net income per common share 13,751 13,610 13,709 13,598 Dilutive effects of unvested restricted stock and stock options 69 67 68 90 Weighted average number of common shares used in diluted net income per common share 13,820 13,677 13,777 13,688 |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis [Table Text Block] | September 30, 2023 (in thousands) Total Level 1 Level 2 Level 3 Cash $ 1,110 $ 1,110 $ - $ - Notes receivable 4,668 - 4,668 - Accounts receivable 50,171 - 50,171 - Total assets at fair value $ 55,949 $ 1,110 $ 54,839 $ - Term loans payable $ 729 $ - $ 729 $ - Line of credit 14,409 - 14,409 - Total liabilities at fair value $ 15,138 $ - $ 15,138 $ - December 31, 2022 (in thousands) Total Level 1 Level 2 Level 3 Cash $ 3,049 $ 3,049 $ - $ - Notes receivable 3,492 - 3,492 - Accounts receivable 45,728 - 45,728 - Total assets at fair value $ 52,269 $ 3,049 $ 49,220 $ - Term loan payable $ 3,995 $ - $ 3,995 $ - Line of credit 12,543 - 12,543 - Total liabilities at fair value $ 16,538 $ - $ 16,538 $ - |
Note 2 - Acquisitions (Tables)
Note 2 - Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cash consideration $ 2,100 Note payable & net working capital payable 362 Total consideration $ 2,462 Customer relationships $ 1,600 Customer lists 200 Accounts receivable 462 Goodwill 200 Purchase price allocation $ 2,462 Cash consideration $ 6,707 Net working capital payable 336 Total consideration $ 7,043 Customer lists $ 4,000 Accounts receivable 2,668 Goodwill 375 Purchase price allocation $ 7,043 Cash consideration $ 9,600 Net working capital payable 328 Note payable 1,500 Total consideration $ 11,428 Customer relationships $ 7,700 Trade name 1,400 Accounts receivable 3,386 Other current assets 94 Goodwill 500 Current liabilities assumed (1,652 ) Purchase price allocation $ 11,428 Cash consideration $ 13,000 Contingent consideration 60 Net working capital payable 223 Total consideration $ 13,283 Customer relationships $ 5,640 Trade name 2,180 Royalty receivable 575 Current assets 581 Goodwill 4,795 Current liabilities assumed (488 ) Purchase price allocation $ 13,283 |
Business Acquisition, Pro Forma Information [Table Text Block] | Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 9,361 $ 28,118 $ 27,146 Net income 1,483 4,246 6,120 9,712 Basic earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.71 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.71 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 9,361 $ 28,118 $ 26,940 Net income 1,483 4,246 6,120 10,595 Basic earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.78 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.78 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 9,361 $ 28,118 $ 26,982 Net income 1,483 4,246 6,120 10,793 Basic earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.79 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.31 $ 0.45 $ 0.79 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 Three months ended Nine months ended September 30, 2023 (Actual) September 30, 2022 September 30, 2023 (Actual) September 30, 2022 Total revenue $ 9,271 $ 10,655 $ 28,118 $ 29,548 Net income 1,483 5,674 6,120 13,446 Basic earnings per share $ 0.11 $ 0.42 $ 0.45 $ 0.99 Basic weighted average shares outstanding 13,751 13,610 13,709 13,598 Diluted earnings per share $ 0.11 $ 0.41 $ 0.45 $ 0.98 Diluted weighted average shares outstanding 13,820 13,677 13,777 13,688 |
Note 3 - Related Party Transa_2
Note 3 - Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Related Party Transactions [Table Text Block] | Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Franchisee royalties $ 2,414 $ 2,177 $ 7,300 $ 6,442 September 30, 2023 December 31, 2022 Due to franchisee $ 1,110 $ 1,468 Risk management incentive program liability 401 446 |
Note 4 - Line of Credit and T_2
Note 4 - Line of Credit and Term Loans (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Maturities of Long-Term Debt [Table Text Block] | 2023 84 2024 514 2025 131 Total future maturities 729 |
Note 6 - Stockholders' Equity (
Note 6 - Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Dividends Declared [Table Text Block] | Declaration date Dividend Total paid March 1, 2022 $ 0.06 $ 822 June 1, 2022 0.06 827 September 1, 2022 0.06 829 December 1, 2022 0.06 833 March 1, 2023 0.06 833 June 1, 2023 0.06 835 September 1, 2023 0.06 837 |
Note 7 - Stock Based Compensa_2
Note 7 - Stock Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] | Shares Weighted average grant date price Non-vested, December 31, 2022 202 $ 15.15 Granted 64 20.84 Vested (107 ) 15.04 Non-vested, September 30, 2023 159 17.99 |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Number of shares underlying options Weighted average exercise price per share Weighted average grant date fair value Outstanding, December 31, 2022 13 $ 5.47 $ 2.98 Granted - - - Outstanding, September 30, 2023 13 5.47 2.98 |
Schedule of Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value [Table Text Block] | Number of shares underlying options Weighted average exercise price per share Weighted average remaining contractual life (years) Aggregate intrinsic value Outstanding and exercisable 13 $ 5.47 4.5 $ 129 |
Note 10 - Discontinued Operat_2
Note 10 - Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Three months ended Nine months ended September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Revenue $ 209 $ 1,815 $ 1,688 $ 4,786 Cost of staffing services 102 1,296 1,106 3,336 Gross profit 107 519 582 1,450 Selling, general and administrative expenses (116 ) (286 ) (579 ) (789 ) Depreciation & amortization - (104 ) - (259 ) (Loss) gain on sale of intangible assets (143 ) - 196 - Net (loss) income before tax (152 ) 129 199 402 (Benefit) provision for income taxes (37 ) 31 48 98 Net (loss) income $ (115 ) $ 98 $ 151 $ 304 |
Note 11 - Notes Receivable (Tab
Note 11 - Notes Receivable (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, 2023 December 31, 2022 Note receivable $ 5,228 $ 3,752 Allowance for losses (560 ) (260 ) Notes receivable, net $ 4,668 $ 3,492 |
Note 1 - Overview and Summary_3
Note 1 - Overview and Summary of Significant Accounting Policies (Details Textual) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||||
Dec. 12, 2022 USD ($) | Feb. 28, 2022 USD ($) | Feb. 21, 2022 USD ($) | Jan. 24, 2022 USD ($) | Jan. 19, 2022 USD ($) | Sep. 30, 2022 USD ($) shares | Sep. 30, 2023 USD ($) shares | Sep. 30, 2023 USD ($) shares | Sep. 30, 2022 USD ($) shares | Dec. 31, 2022 USD ($) | |
Number of Franchisee Owned Offices | 425 | 425 | ||||||||
Number of States in which Entity Operates | 42 | 42 | ||||||||
Number of Employees | 85,000 | 85,000 | ||||||||
Gain (Loss), Foreign Currency Transaction, after Tax | $ 0 | $ 0 | $ 0 | $ 0 | ||||||
Accounts Receivable, Allowance for Credit Loss | $ 186 | $ 186 | $ 70 | |||||||
Royalty Fees, Percentage of Payroll | 4.50% | 4.50% | ||||||||
Revenue, Percentage of Gross Margin | 18% | 18% | ||||||||
License Fee, Percentage of Gross Margin | 9% | 9% | ||||||||
Financing Receivable, Allowance for Credit Loss | $ 560 | $ 560 | $ 405 | |||||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 0 | |||||||||
Common, Equivalent Shares, Outstanding (in shares) | shares | 240 | 173 | 173 | 240 | ||||||
Minimum [Member] | ||||||||||
Percentage of Sales for Services | 6% | 6% | ||||||||
Royalty Fees, Percentage of Contractor Payments | 4% | 4% | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 5 years | 5 years | ||||||||
Franchise Advertising Fee, Percent | 0.50% | |||||||||
Minimum [Member] | MRI Franchise [Member] | ||||||||||
Royalty Fees, Percentage of Payroll | 20% | 20% | ||||||||
Minimum [Member] | Franchise [Member] | ||||||||||
Percentage of Sales for Services | 5% | 5% | ||||||||
Maximum [Member] | ||||||||||
Percentage of Sales for Services | 8% | 8% | ||||||||
Royalty Fees, Percentage of Contractor Payments | 10% | 10% | ||||||||
Finite-Lived Intangible Asset, Useful Life (Year) | 15 years | 15 years | ||||||||
Franchise Advertising Fee, Percent | 1% | |||||||||
Maximum [Member] | MRI Franchise [Member] | ||||||||||
Royalty Fees, Percentage of Payroll | 25% | 25% | ||||||||
Maximum [Member] | Franchise [Member] | ||||||||||
Percentage of Sales for Services | 8% | 8% | ||||||||
Temporary Alternatives [Member] | ||||||||||
Significant Changes, Franchises Purchased During Period | 3 | |||||||||
Business Combination, Consideration Transferred, Total | $ 7,043 | |||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 336 | |||||||||
Dubin [Member] | ||||||||||
Business Combination, Consideration Transferred, Total | $ 2,462 | $ 2,500 | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 362 | |||||||||
Dubin [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 62 | |||||||||
Dubin [Member] | Notes Payable, Other Payables [Member] | ||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 300 | |||||||||
Northbound [Member] | ||||||||||
Business Combination, Consideration Transferred, Total | $ 11,428 | |||||||||
Northbound [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 328 | |||||||||
Northbound [Member] | Notes Payable, Other Payables [Member] | ||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,500 | |||||||||
MRINetwork [Member] | ||||||||||
Business Combination, Consideration Transferred, Total | $ 13,283 | |||||||||
MRINetwork [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 223 |
Note 1 -Overview and Summary of
Note 1 -Overview and Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 8,894 | $ 7,420 | $ 26,920 | $ 21,217 |
HireQuest Direct [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 3,893 | 4,360 | 11,780 | 12,139 |
HireQuest, Snelling, DriverQuest, HireQuest Health, MRI, Northbound, SearchPath and TradeCorp [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 5,001 | $ 3,060 | $ 15,140 | $ 9,078 |
Note 1 - Overview and Summary_4
Note 1 - Overview and Summary of Significant Accounting Policies - Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Total finite-lived intangible assets | $ 31,339 | $ 31,050 |
Finite-lived, accumulated amortization | (4,987) | (3,022) |
Total finite-lived intangible assets, net | 26,352 | 28,028 |
Total intangible assets | 37,145 | 36,856 |
Total intangible assets | 32,158 | 33,834 |
Domain Name [Member] | ||
indefinite-lived intangible assets | 2,226 | 2,226 |
Trade Names [Member] | ||
indefinite-lived intangible assets | $ 3,580 | 3,580 |
Franchise Agreements [Member] | ||
Estimated useful life (Year) | 15 years | |
Total finite-lived intangible assets | $ 25,556 | 25,556 |
Finite-lived, accumulated amortization | (3,690) | (2,412) |
Total finite-lived intangible assets, net | $ 21,866 | 23,144 |
Purchased Software [Member] | ||
Estimated useful life (Year) | 7 years | |
Total finite-lived intangible assets | $ 3,200 | 3,200 |
Finite-lived, accumulated amortization | (914) | (571) |
Total finite-lived intangible assets, net | $ 2,286 | 2,629 |
Internally Developed Software [Member] | ||
Estimated useful life (Year) | 5 years | |
Total finite-lived intangible assets | $ 2,583 | 2,294 |
Finite-lived, accumulated amortization | (383) | (39) |
Total finite-lived intangible assets, net | $ 2,200 | $ 2,255 |
Note 1 - Overview and Summary_5
Note 1 - Overview and Summary of Significant Accounting Policies - Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Goodwill balance | $ 5,870 |
Change in goodwill during 2023 | 0 |
Goodwill balance | $ 5,870 |
Note 1 - Overview and Summary_6
Note 1 - Overview and Summary of Significant Accounting Policies - Diluted Common Shares Outstanding (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Basic (in shares) | 13,751 | 13,610 | 13,709 | 13,598 |
Dilutive effects of unvested restricted stock and stock options (in shares) | 69 | 67 | 68 | 90 |
Weighted average number of common shares used in diluted net income per common share (in shares) | 13,820 | 13,677 | 13,777 | 13,688 |
Note 1 - Overview and Summary_7
Note 1 - Overview and Summary of Significant Accounting Policies - Fair Value of Cash, Notes Receivable and Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Cash | $ 1,110 | $ 3,049 |
Notes receivable, net | 4,668 | 3,500 |
Accounts receivable | 50,171 | |
Total assets at fair value | 55,949 | |
Term loans payable | 729 | |
Line of credit | 14,409 | |
Total liabilities at fair value | 15,138 | |
Fair Value, Inputs, Level 1 [Member] | ||
Cash | 1,110 | 3,049 |
Notes receivable, net | 0 | 0 |
Accounts receivable | 0 | 0 |
Total assets at fair value | 1,110 | 3,049 |
Term loans payable | 0 | 0 |
Line of credit | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Cash | 0 | 0 |
Notes receivable, net | 4,668 | 3,492 |
Accounts receivable | 50,171 | 45,728 |
Total assets at fair value | 54,839 | 49,220 |
Term loans payable | 729 | 3,995 |
Line of credit | 14,409 | 12,543 |
Total liabilities at fair value | 15,138 | 16,538 |
Fair Value, Inputs, Level 3 [Member] | ||
Cash | 0 | 0 |
Notes receivable, net | 0 | 0 |
Accounts receivable | 0 | 0 |
Total assets at fair value | 0 | 0 |
Term loans payable | 0 | 0 |
Line of credit | 0 | 0 |
Total liabilities at fair value | $ 0 | 0 |
Reported Value Measurement [Member] | ||
Cash | 3,049 | |
Notes receivable, net | 3,492 | |
Accounts receivable | 45,728 | |
Total assets at fair value | 52,269 | |
Term loans payable | 3,995 | |
Line of credit | 12,543 | |
Total liabilities at fair value | $ 16,538 |
Note 2 - Acquisitions (Details
Note 2 - Acquisitions (Details Textual) $ in Thousands | 3 Months Ended | 8 Months Ended | 9 Months Ended | 11 Months Ended | 12 Months Ended | |||||||||
Dec. 12, 2022 USD ($) | Feb. 28, 2022 USD ($) | Feb. 21, 2022 USD ($) | Jan. 24, 2022 USD ($) | Jan. 19, 2022 USD ($) | Sep. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Sep. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Revenue from Contract with Customer, Including Assessed Tax | $ 8,894 | $ 7,420 | $ 26,920 | $ 21,217 | ||||||||||
Proceeds from Divestiture of Businesses | 0 | 9,317 | ||||||||||||
Term Loan in Connection with Northbound Acquisition [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 1,500 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4% | |||||||||||||
Debt Instrument, Term (Month) | 36 months | |||||||||||||
Dubin [Member] | Royalty [Member] | ||||||||||||||
Revenue from Contract with Customer, Including Assessed Tax | 31 | 56 | 80 | 107 | ||||||||||
Temporary Alternatives [Member] | Royalty [Member] | ||||||||||||||
Revenue from Contract with Customer, Including Assessed Tax | 119 | 72 | 388 | 252 | ||||||||||
Northbound [Member] | Royalty [Member] | ||||||||||||||
Revenue from Contract with Customer, Including Assessed Tax | 270 | $ 286 | 789 | 717 | ||||||||||
MRINetwork [Member] | Royalty [Member] | ||||||||||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 1,600 | 5,800 | ||||||||||||
Dubin [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 2,462 | $ 2,500 | ||||||||||||
Goodwill, Acquired During Period | $ 200 | |||||||||||||
Proceeds from Divestiture of Businesses | 350 | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 362 | |||||||||||||
Dubin [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 62 | |||||||||||||
Dubin [Member] | Notes Payable, Other Payables [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 300 | |||||||||||||
Dubin [Member] | Other Miscellaneous Income [Member] | ||||||||||||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | $ 150,000 | |||||||||||||
Dubin [Member] | Other Miscellaneous Income [Member] | Previously Reported [Member] | ||||||||||||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | $ (478,000) | |||||||||||||
Dubin [Member] | Other Miscellaneous Income [Member] | Revision of Prior Period, Adjustment [Member] | ||||||||||||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | $ (628) | |||||||||||||
Dubin [Member] | Customer Relationships [Member] | ||||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | 972 | |||||||||||||
Dubin [Member] | Customer Lists [Member] | ||||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | $ (772) | |||||||||||||
Temporary Alternatives [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 7,043 | |||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | $ (375) | |||||||||||||
Goodwill, Acquired During Period | 375 | |||||||||||||
Proceeds from Divestiture of Businesses | 2,900 | |||||||||||||
Significant Changes, Franchises Purchased During Period | 3 | |||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | $ (3) | |||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 336 | |||||||||||||
Temporary Alternatives [Member] | Other Miscellaneous Income [Member] | Previously Reported [Member] | ||||||||||||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | (1,500) | |||||||||||||
Northbound [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 11,428 | |||||||||||||
Goodwill, Acquired During Period | $ 500 | |||||||||||||
Proceeds from Divestiture of Businesses | 6,400 | |||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets | 363 | |||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Current Assets | (34) | |||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Other Liabilities | 64 | |||||||||||||
Northbound [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 328 | |||||||||||||
Northbound [Member] | Notes Payable, Other Payables [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,500 | |||||||||||||
Northbound [Member] | Other Miscellaneous Income [Member] | Previously Reported [Member] | ||||||||||||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | $ (1,700) | |||||||||||||
Northbound [Member] | Other Miscellaneous Income [Member] | Revision of Prior Period, Adjustment [Member] | ||||||||||||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | $ 389 | |||||||||||||
Northbound [Member] | Customer Relationships [Member] | ||||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | (389) | |||||||||||||
Northbound [Member] | Trade Names [Member] | ||||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | $ (111) | |||||||||||||
MRINetwork [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Total | $ 13,283 | |||||||||||||
MRINetwork [Member] | Contingent Consideration Liability [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 60 | |||||||||||||
MRINetwork [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 223 |
Note 2 - Acquisitions - Identif
Note 2 - Acquisitions - Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 9 Months Ended | |||||||
Dec. 12, 2022 | Feb. 28, 2022 | Feb. 21, 2022 | Jan. 24, 2022 | Jan. 19, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Cash consideration | $ 0 | $ 19,133 | ||||||
Goodwill | $ 5,870 | $ 5,870 | ||||||
Dubin [Member] | ||||||||
Cash consideration | $ 2,100 | |||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 362 | |||||||
Total consideration | 2,462 | $ 2,500 | ||||||
Accounts receivable | 462 | |||||||
Goodwill | 200 | |||||||
Business Combination, Consideration Transferred, Total | 2,462 | $ 2,500 | ||||||
Dubin [Member] | Customer Relationships [Member] | ||||||||
Identifiable intangible assets | 1,600 | |||||||
Dubin [Member] | Customer Lists [Member] | ||||||||
Identifiable intangible assets | 200 | |||||||
Dubin [Member] | Notes Payable, Other Payables [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 300 | |||||||
Dubin [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 62 | |||||||
Temporary Alternatives [Member] | ||||||||
Cash consideration | $ 6,707 | |||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 336 | |||||||
Total consideration | 7,043 | |||||||
Accounts receivable | 2,668 | |||||||
Goodwill | 375 | |||||||
Business Combination, Consideration Transferred, Total | 7,043 | |||||||
Purchase price allocation | 7,043 | |||||||
Temporary Alternatives [Member] | Customer Lists [Member] | ||||||||
Identifiable intangible assets | $ 4,000 | |||||||
Northbound [Member] | ||||||||
Cash consideration | $ 9,600 | |||||||
Total consideration | 11,428 | |||||||
Accounts receivable | 3,386 | |||||||
Goodwill | 500 | |||||||
Business Combination, Consideration Transferred, Total | 11,428 | |||||||
Other current assets | 94 | |||||||
Current liabilities assumed | (1,652) | |||||||
Northbound [Member] | Customer Relationships [Member] | ||||||||
Identifiable intangible assets | 7,700 | |||||||
Northbound [Member] | Trade Names [Member] | ||||||||
Identifiable intangible assets | 1,400 | |||||||
Northbound [Member] | Notes Payable, Other Payables [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 1,500 | |||||||
Northbound [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 328 | |||||||
MRINetwork [Member] | ||||||||
Cash consideration | $ 13,000 | |||||||
Total consideration | 13,283 | |||||||
Goodwill | 4,795 | |||||||
Business Combination, Consideration Transferred, Total | 13,283 | |||||||
Current liabilities assumed | (488) | |||||||
Royalty receivable | 575 | |||||||
Current assets | 581 | |||||||
MRINetwork [Member] | Customer Relationships [Member] | ||||||||
Identifiable intangible assets | 5,640 | |||||||
MRINetwork [Member] | Trade Names [Member] | ||||||||
Identifiable intangible assets | 2,180 | |||||||
MRINetwork [Member] | Adjusted Net Working Capital Payable [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | 223 | |||||||
MRINetwork [Member] | Contingent Consideration Liability [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 60 |
Note 2 - Acquisitions - Pro For
Note 2 - Acquisitions - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Dubin [Member] | ||||
Total revenue | $ 9,271 | $ 9,361 | $ 28,118 | $ 27,146 |
Net income | $ 1,483 | $ 4,246 | $ 6,120 | $ 9,712 |
Basic earnings per share (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.71 |
Basic weighted average shares outstanding (in shares) | 13,751 | 13,610 | 13,709 | 13,598 |
Diluted earnings per share (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.71 |
Diluted weighted average shares outstanding (in shares) | 13,820 | 13,677 | 13,777 | 13,688 |
Temporary Alternatives [Member] | ||||
Total revenue | $ 9,271 | $ 9,361 | $ 28,118 | $ 26,940 |
Net income | $ 1,483 | $ 4,246 | $ 6,120 | $ 10,595 |
Basic earnings per share (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.78 |
Basic weighted average shares outstanding (in shares) | 13,751 | 13,610 | 13,709 | 13,598 |
Diluted earnings per share (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.78 |
Diluted weighted average shares outstanding (in shares) | 13,820 | 13,677 | 13,777 | 13,688 |
Northbound [Member] | ||||
Total revenue | $ 9,271 | $ 9,361 | $ 28,118 | $ 26,982 |
Net income | $ 1,483 | $ 4,246 | $ 6,120 | $ 10,793 |
Basic earnings per share (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.79 |
Basic weighted average shares outstanding (in shares) | 13,751 | 13,610 | 13,709 | 13,598 |
Diluted earnings per share (in dollars per share) | $ 0.11 | $ 0.31 | $ 0.45 | $ 0.79 |
Diluted weighted average shares outstanding (in shares) | 13,820 | 13,677 | 13,777 | 13,688 |
MRINetwork [Member] | ||||
Total revenue | $ 9,271 | $ 10,655 | $ 28,118 | $ 29,548 |
Net income | $ 1,483 | $ 5,674 | $ 6,120 | $ 13,446 |
Basic earnings per share (in dollars per share) | $ 0.11 | $ 0.42 | $ 0.45 | $ 0.99 |
Basic weighted average shares outstanding (in shares) | 13,751 | 13,610 | 13,709 | 13,598 |
Diluted earnings per share (in dollars per share) | $ 0.11 | $ 0.41 | $ 0.45 | $ 0.98 |
Diluted weighted average shares outstanding (in shares) | 13,820 | 13,677 | 13,777 | 13,688 |
Note 3 - Related Party Transa_3
Note 3 - Related Party Transactions (Details Textual) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 USD ($) | Mar. 31, 2023 | Sep. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | |
Number of Offices | 426 | 426 | ||||
Proceeds from Divestiture of Businesses | $ 0 | $ 9,317 | ||||
Northbound [Member] | ||||||
Proceeds from Divestiture of Businesses | $ 6,400 | |||||
Jackson Insurance Agency and Bass Underwriters Inc [Member] | ||||||
Related Party Transaction, Amounts of Transaction | $ 329 | $ 0 | 534 | 252 | ||
Jackson Insurance Agency and Bass Underwriters Inc [Member] | Minimum [Member] | ||||||
Related Party Transaction, Rate | 9% | |||||
Jackson Insurance Agency and Bass Underwriters Inc [Member] | Maximum [Member] | ||||||
Related Party Transaction, Rate | 15% | |||||
Insurance Technologies [Member] | ||||||
Related Party Transaction, Amounts of Transaction | 208 | 82 | 318 | 119 | ||
Worlds Franchisees [Member] | ||||||
Related Party Transaction, Amounts of Transaction | $ 2,414 | $ 2,177 | $ 7,300 | $ 6,442 | ||
Number of Worlds Franchises | 35 | |||||
Franchised and Owned Branch Locations | 71 | |||||
Worlds Franchisees [Member] | Temporary Alternatives and Northbound [Member] | ||||||
Proceeds from Divestiture of Businesses | $ 2,900 | |||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | (1,100) | |||||
Worlds Franchisees [Member] | Northbound [Member] | ||||||
Proceeds from Divestiture of Businesses | 6,400 | |||||
Gain (Loss) on Disposition of Assets Acquired in Acquisition | $ (1,300) |
Note 3 - Related Party Transa_4
Note 3 - Related Party Transactions - Related Party Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Due to franchisees | $ 10,990 | $ 10,990 | $ 9,846 | ||
Worlds Franchisees [Member] | |||||
Franchisee royalties | 2,414 | $ 2,177 | 7,300 | $ 6,442 | |
Due to franchisees | 1,110 | 1,110 | 1,468 | ||
Risk management incentive program liability | $ 401 | $ 401 | $ 446 |
Note 4 - Line of Credit and T_3
Note 4 - Line of Credit and Term Loans (Details Textual) | 9 Months Ended | |||
Feb. 28, 2023 USD ($) | Feb. 28, 2022 USD ($) | Jun. 29, 2021 USD ($) | Sep. 30, 2023 USD ($) | |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||
Term Loan [Member] | ||||
Debt Instrument, Face Amount | $ 3,153,500 | |||
Term Loan in Connection with Northbound Acquisition [Member] | ||||
Debt Instrument, Face Amount | $ 1,500,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4% | |||
Debt Instrument, Term (Month) | 36 months | |||
Obligations to Workers' Compensation Insurance Carrier [Member] | ||||
Letters of Credit Outstanding, Amount | 9,200,000 | |||
Paycard Funding Account [Member] | ||||
Letters of Credit Outstanding, Amount | $ 500,000 | |||
LIBOR - London Interbank Offered Rate [Member] | Term Loan [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2% | |||
LIBOR - London Interbank Offered Rate [Member] | Minimum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||
LIBOR - London Interbank Offered Rate [Member] | Maximum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Base Rate [Member] | Term Loan [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1% | |||
Base Rate [Member] | Minimum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | |||
Base Rate [Member] | Maximum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |||
Bank of America [Member] | Revolving Credit Facility [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000,000 | |||
Line of Credit Facility, Maximum Borrowing Capacity, One-time Right, Maximum Amount | $ 60,000,000 | |||
Line of Credit, Asset Coverage Ratio | 1 | |||
Line of Credit, Total Funded Debt to Adjusted EBITDA Ratio | 3 | |||
Line of Credit, Fixed Coverage Ratio | 1.25 | |||
Debt Instrument, Interest Rate, Effective Percentage | 6.60% | |||
Gain (Loss) on Extinguishment of Debt | $ (310,000) | |||
Bank of America [Member] | Revolving Credit Facility [Member] | BSBY Daily Floating Rate [Member] | Minimum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1% | |||
Bank of America [Member] | Revolving Credit Facility [Member] | BSBY Daily Floating Rate [Member] | Maximum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Bank of America [Member] | Standby Letters of Credit [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000,000 | |||
Truist [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 60,000,000 | $ 60,000,000 | ||
Letter of Credit [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000,000 |
Note 4 - Line of Credit and T_4
Note 4 - Line of Credit and Term Loans - Future Maturities of Term Loans (Details) - Term Loan [Member] $ in Thousands | Sep. 30, 2023 USD ($) |
2023 | $ 84 |
2024 | 514 |
2025 | 131 |
Total future maturities | $ 729 |
Note 5 - Workers' Compensatio_2
Note 5 - Workers' Compensation Insurance and Reserves (Details Textual) $ in Millions | Mar. 01, 2014 USD ($) |
Insurance Collateral Deposits | $ 9.2 |
Maximum [Member] | |
Insurance for Covered Losses and Expenses | $ 0.5 |
Note 6 - Stockholders' Equity -
Note 6 - Stockholders' Equity - Common Share Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | ||||||||
Sep. 01, 2023 | Jun. 01, 2023 | Mar. 01, 2023 | Dec. 01, 2022 | Sep. 01, 2022 | Jun. 01, 2022 | Mar. 01, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Dividend (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | ||
Total paid | $ 837 | $ 835 | $ 833 | $ 833 | $ 829 | $ 827 | $ 822 | $ 2,504 | $ 2,479 |
Note 7 - Stock Based Compensa_3
Note 7 - Stock Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2019 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 13,000 | 13,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares (in shares) | 0 | 0 | |||
Share Price (in dollars per share) | $ 15.43 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 1,900 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 3 years 10 months 24 days | ||||
Restricted Stock [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 107,000 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 64,000 | ||||
The 2019 Plan [Member] | Share-Based Payment Arrangement, Option [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 1,500,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant Pursuant to Exercise of Incentive Stock Options (in shares) | 1,000,000 | ||||
The 2019 Plan [Member] | Share-Based Payment Arrangement, Option [Member] | Employee or Consultant [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 250,000 | ||||
The 2019 Plan [Member] | Share-Based Payment Arrangement, Option [Member] | Non-employee Director [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 50,000 | ||||
The 2019 Plan [Member] | Restricted Stock [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 53,805 | ||||
The 2019 Plan [Member] | Restricted Stock [Member] | Board of Directors [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 7,679 | 12,512 | |||
Stock Issued During Period, Value, Issued for Services | $ 162 | $ 205 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 6,397 | 10,532 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Month) | 3 months | 3 months | |||
The 2019 Plan [Member] | Restricted Stock [Member] | An Employee [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 55,431 | 94,871 | |||
Stock Issued During Period, Value, Issued for Services | $ 1,200 | $ 1,500 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 41,066 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Month) | 3 months | ||||
The 2019 Plan [Member] | Restricted Stock [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 45,000 | 50,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 9,272 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Month) | 3 months | 4 years | |||
The 2019 Plan [Member] | Restricted Stock [Member] | Certain Key Employees [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Month) | 4 years | ||||
The 2019 Plan [Member] | Restricted Stock [Member] | Workforce for Services [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 28,735 | ||||
Stock Issued During Period, Value, Issued for Services | $ 537 | ||||
Share Purchase Match Program [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Matching Percentage of Common Stock Purchased | 20% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Matching of Common Stock Purchased per Individual Within a Calendar Year | $ 25 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 3,702 | 10,000 | |||
Shares Granted, Value, Share-Based Payment Arrangement, before Forfeiture | $ 72 | $ 151 | |||
Share Purchase Match Program [Member] | Restricted Stock [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 1,282 | ||||
Share Purchase Match Program [Member] | Restricted Stock [Member] | Board of Directors [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 1,261 | 1,980 | |||
Share Purchase Match Program [Member] | Restricted Stock [Member] | An Employee [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 3,805 | ||||
Share Purchase Match Program [Member] | Restricted Stock [Member] | Chief Executive Officer [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 1,159 |
Note 7 - Stock Based Compensa_4
Note 7 - Stock Based Compensation - Summary of Restricted Stock Activity (Details) - $ / shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Vested, shares (in shares) | (13) | (13) |
Restricted Stock [Member] | ||
Non-vested, shares (in shares) | 202 | |
Non-vested, Weighted average grant date price (in dollars per share) | $ 15.15 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 64 | |
Granted, Weighted average grant date price (in dollars per share) | $ 20.84 | |
Vested, shares (in shares) | (107) | |
Vested, Weighted average grant date price (in dollars per share) | $ 15.04 | |
Non-vested, shares (in shares) | 159 | 202 |
Non-vested, Weighted average grant date price (in dollars per share) | $ 17.99 | $ 15.15 |
Note 7 - Stock Based Compensa_5
Note 7 - Stock Based Compensation - Summary of Stock Options (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Outstanding, shares (in shares) | shares | 13 |
Outstanding, Weighted average exercise price per shar (in dollars per share) | $ 5.47 |
Outstanding, Weighted average grant date fair value | 2,980 |
Granted, shares (in shares) | shares | 0 |
Granted, Weighted average exercise price per share (in dollars per share) | $ 0 |
Granted, Weighted average grant date fair value (in dollars per share) | $ 0 |
Outstanding, shares (in shares) | shares | 13 |
Outstanding, Weighted average exercise price per shar (in dollars per share) | $ 5.47 |
Outstanding, Weighted average grant date fair value | 2,980 |
Note 7 - Stock Based Compensa_6
Note 7 - Stock Based Compensation - Summary of Intrinsic Value (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Outstanding, number of shares underling options (in shares) | 13 | 13 |
Outstanding, weighted average exercise price per share (in dollars per share) | $ 5.47 | $ 5.47 |
Outstanding, weighted average remaining contractual life (Year) | 4 years 6 months | |
Outstanding, aggregate intrinsic value | $ 129 |
Note 8 - Commitments and Cont_2
Note 8 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Financing Receivable, after Allowance for Credit Loss | $ 4,668 | $ 3,500 |
Variable Interest Entity [Member] | ||
Financing Receivable, after Allowance for Credit Loss | $ 4,200 | $ 2,900 |
Note 9 - Income Tax (Details Te
Note 9 - Income Tax (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Effective Income Tax Rate Reconciliation, Percent | 24.50% | 18.60% | 20.40% | 16.50% |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | |||
Discontinued Operation, Tax Effect of Discontinued Operation | $ 37 | $ 32 | $ 48 | $ 98 |
Note 10 - Discontinued Operat_3
Note 10 - Discontinued Operations (Details Textual) - Discontinued Operations, Held-for-Sale or Disposed of by Sale [Member] - Assets Acquired in The Dental Power Agreement [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Proceeds from Sale of Productive Assets | $ 2,000 | ||
Disposal Group, Including Discontinued Operation, Payment Term (Year) | 5 years | ||
Gain (Loss) on Disposition of Assets | $ 340 | ||
Customer Lists [Member] | |||
Disposal Group, Including Discontinued Operation, Intangible Assets | $ 1,400 | $ 3,100 |
Note 10 - Discontinued Operat_4
Note 10 - Discontinued Operations - Income From Discontinued Operations Amounts as Reported on Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Discontinued Operation, Tax Effect of Discontinued Operation | $ 37 | $ 32 | $ 48 | $ 98 |
Discontinued Operations, Held-for-Sale or Disposed of by Sale [Member] | Assets Acquired in The Dental Power Agreement [Member] | ||||
Revenue | 209 | 1,815 | 1,688 | 4,786 |
Cost of staffing services | 102 | 1,296 | 1,106 | 3,336 |
Gross profit | 107 | 519 | 582 | 1,450 |
Selling, general and administrative expenses | (116) | (286) | (579) | (789) |
Depreciation & amortization | 0 | (104) | 0 | (259) |
(Loss) gain on sale of intangible assets | (143) | 0 | 196 | 0 |
Net (loss) income before tax | (152) | 129 | 199 | 402 |
Discontinued Operation, Tax Effect of Discontinued Operation | (37) | 31 | 48 | 98 |
Net (loss) income | $ (115) | $ 98 | $ 151 | $ 304 |
Note 11 - Notes Receivable (Det
Note 11 - Notes Receivable (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Aug. 31, 2022 | Jun. 30, 2022 | Sep. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Financing Receivable, after Allowance for Credit Loss | $ 4,668 | $ 4,668 | $ 3,500 | |||||
Interest Income, Operating | 83 | $ 51 | 197 | $ 157 | ||||
Financing Receivable, Allowance for Credit Loss | 560 | 560 | $ 405 | |||||
Receivable in Connection With Sale of California Locations [Member] | ||||||||
Financing Receivable, after Allowance for Credit Loss | $ 71 | |||||||
Notes From Non-franchisees [Member] | ||||||||
Financing Receivable, after Allowance for Credit Loss | $ 0 | 0 | ||||||
Interest Income, Operating | $ 0 | $ 0 | $ 41 | |||||
Financing Receivable, Allowance for Credit Loss, Writeoff | $ 1,600 | |||||||
The Notes From Non-Franchisees [Member] | ||||||||
Financing Receivable, Additional Impairment | $ 233 | |||||||
Minimum [Member] | ||||||||
Notes Receivable, Interest Fixed Rate | 6% | |||||||
Maximum [Member] | ||||||||
Notes Receivable, Interest Fixed Rate | 10% |
Note 11 - Notes Receivable - No
Note 11 - Notes Receivable - Notes Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Allowance for losses | $ (560) | $ (405) |
Notes receivable, net | 4,668 | 3,500 |
Notes Receivable to Franchisees [Member] | ||
Note receivable | 5,228 | 3,752 |
Allowance for losses | (560) | (260) |
Notes receivable, net | $ 4,668 | $ 3,492 |
Note 12 - Subsequent Events (De
Note 12 - Subsequent Events (Details Textual) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Oct. 23, 2023 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | |
Revenues | $ 9,271 | $ 7,849 | $ 28,118 | $ 22,894 | ||
TEC Staffing Services [Member] | ||||||
Revenues | $ 34,000 | |||||
TEC Staffing Services [Member] | Subsequent Event [Member] | ||||||
Business Combination, Consideration Transferred, Total | $ 9,800 | |||||
Number of Locations Sold | 10 |