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Press release March 11, 2026

BGSF, Inc. Reports Fourth Quarter and Fiscal Year 2025 Financial Results

Bgsf, Inc. (BGSF)

BGSF, Inc. Reports Fourth Quarter and Fiscal Year 2025 Financial Results 03/11/2026 BG Staffing Realigns Go-to-Market Strategy to Drive Greater Clarity and Effectiveness BGSF, Inc. (NYSE:BGSF), a leading provider of workforce solutions for the specialized Property Management industry, today reported financial results for the fourth fiscal quarter and fiscal year ended December 28, 2025. BGSF is evolving its go-to-market strategy and will do business as BG Staffing, aligning our brand with how the industry already knows and trusts us. While the corporate name remains BGSF, this change capitalizes on the top queries in both AI and traditional web search clients and candidates alike use when seeking property management staffing. Upon completion of the transition services agreement ("TSA") with INSPYR Solutions in April 2026, the Company will unify its client and candidate-facing go-to-market activities under the BGStaffing.com domain to drive search engine optimization, brand clarity, and marketing effectiveness. Co-Chief Executive Officer and Chief Financial Officer, Keith Schroeder, said, "Fiscal 2025 marked a transformational year for the Company. After the sale of our Professional division, we returned meaningful capital to shareholders through a $2.00-per-share special dividend and a $5 million share repurchase authorization. Today, we are solely focused as a property management staffing organization that is debt-free with a strong cash position. "With a disciplined approach to capital allocation and a focus on growth powered by experienced people and AI-enabled automation, we are intentionally streamlining the business as we exit the TSA. While the near-term results may continue to be choppy, we believe these actions position the Company for sustainable, long-term value creation." Co-Chief Executive Officer and Property Management President, Kelly Brown, commented, "In 2025, we completed a strategic study that outlined a clear roadmap to enhance the customer experience, accelerate recruiting and fulfillment, and modernize our digital and customer touchpoints. Scaling our human expertise and AI-based tools is delivering a compelling value proposition to our clients centered on speed, talent quality, and service excellence. "In February 2026, we entered PropTech through our first software partnership with Yardi, the leading property management technology platform. Through the Yardi Independent Consultant Network, we are pairing industry expertise with technology-enabled talent solutions, further strengthening our differentiated multi-family and commercial property staffing offerings. We are intensely focused on investing for growth in 2026, and are encouraged by early trends in PropTech and other initiatives this year." Q4 2025 Highlights from Continuing Operations (results include sequential comparisons to Q3 2025): Revenues were $22.0 million for Q4, compared to $24.3 million in the prior year quarter and compared to $26.9 million for Q3. The 9.4% decrease from prior year quarter is driven by lower billed hours amid overall cost pressures on property management companies and property owners that we experienced during 2025. The 18.1% decrease from Q3 is primarily driven by decreased billed hours from seasonal demand. Gross profit was $7.7 million for Q4, compared to $8.7 million in the prior year quarter and compared to $9.7 million in Q3, primarily due to lower sales. Net loss was $1.3 million, or $0.11 per diluted share for Q4, compared to a net loss of $2.9 million, or $0.27 per diluted share in the prior year quarter, and a net loss of $3.1 million or $0.28 per diluted share in Q3. Adjusted EBITDA1 loss was $0.9 million (4.3% of revenues) in Q4, compared to loss of $1.6 million (6.7% of revenues) in the prior year quarter and income of $1.0 million (3.6% of revenues) in Q3. Despite a $1.0 million year over year lower gross profit due to lower sales, our Adjusted EBITDA year over year loss improved due to cost cutting measures implemented during 2025 in selling, general and administrative expenses. Adjusted EPS1 loss was $0.09 for Q4, compared with Adjusted EPS1 loss of $0.14 in the prior year quarter and Adjusted EPS1 income of $0.08 for Q3. SUMMARY OF FINANCIAL RESULTS FROM CONTINUING OPERATIONS (dollars in thousands, except per share) (unaudited) For the Thirteen Week Periods Ended December 28, 2025 December 29, 2024 September 28, 2025 Revenues $ 22,026 $ 24,306 $ 26,895 Gross profit $ 7,703 $ 8,734 $ 9,660 Gross profit percentage 35.0 % 35.9 % 35.9 % Operating loss $ (1,768 ) $ (2,130 ) $ (937 ) Net loss $ (1,264 ) $ (2,941 ) $ (3,078 ) Net loss per diluted share $ (0.11 ) $ (0.27 ) $ (0.28 ) Non-GAAP Financial Measures: Adjusted EBITDA1 $ (947 ) $ (1,630 ) $ 980 Adjusted EBITDA Margin (% of revenue)1 (4.3) % (6.7) % 3.6 % Adjusted EPS1 $ (0.09 ) $ (0.14 ) $ 0.08 1 Adjusted EBITDA and Adjusted EPS are non-GAAP financial measures as defined and reconciled below. Conference Call BGSF will discuss its fourth quarter and fiscal year 2025 financial results during a conference call and webcast at 9:00 a.m. ET on March 12, 2026. Interested participants may dial 1-888-506-0062 (Toll Free) or 1-973-528-0011 (International) and enter access code 687081. A replay of the call will be available until March 26, 2026. To access the replay, please dial 1-877-481-4010 (Toll Free), or 1-919-882-2331 (International) and enter access code 53445. The live webcast and archived replay are accessible from the investor relations section of the Company's website at https://investor.bgsf.com/events-and-presentations/default.aspx About BGSF BGSF provides best-in-class property management resources and solutions to growing apartment and luxury communities, as well as commercial properties, and was awarded Supplier Company of the Year by the National Apartment Association in recent years. Through its exclusive and semi-exclusive agreements with some of the largest property management companies in North America, BGSF offers differentiated advantages to clients, including trained talent and unique technological platforms that seek to maximize efficiencies in the growing residential and commercial leased property industries. For more information on the Company and its services, please visit its website at www.bgsf.com. Forward-Looking Statements This press release contains forward-looking statements within the meaning of U.S. federal securities laws. Such forward-looking statements include, but are not limited to, statements regarding BGSF's expectations, hopes, beliefs, intentions, plans, prospects, or strategies regarding the future revenue and the business plans of BGSF's management team. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In addition, any statements that refer to projections, forecasts, or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "endeavor," "estimate," "expect," "intends," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "will," "would," and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained in this press release are based on certain assumptions and analyses made by the management of BGSF considering their respective experience and perception of historical trends, current conditions, and expected future developments and their potential effects on BGSF as well as other factors they believe are appropriate in the circumstances. There can be no assurance that future developments affecting BGSF will be those anticipated. These forward-looking statements involve a number of risks, uncertainties, or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, including the mix of services or solutions utilized by BGSF's client partners and such client partners' needs for these services or solutions, market acceptance of new offerings of services or solutions, the ability of BGSF to expand what it does for existing client partners as well as to add new client partners, whether BGSF will have sufficient capital to operate as anticipated, the impact of the use of AI-powered sales and recruiting technologies and the timing of their availability, the impact of our strategic initiatives and cost reductions, the demand for BGSF's services and solutions, economic activity in BGSF's industry and in general, and certain risks, uncertainties, and assumptions described in BGSF's most recently filed Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q under the heading "Risk Factors." Should one or more of these risks or uncertainties materialize or should any of the assumptions being made prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. BGSF undertakes no obligation to update or revise any forward-looking statements, whether because of new information, future events, or otherwise, except as may be required under applicable securities laws. CONTACT: Steven Hooser or Sandy Martin Three Part Advisors [email protected] 214.872.2710 or 214.616.2207 CONSOLIDATED BALANCE SHEETS (in thousands, except share amounts) December 28, 2025 December 29, 2024 ASSETS Current assets Cash and cash equivalents $ 19,018 $ 32 Accounts receivable (net of allowance for credit losses of $1,156 and $910, respectively) 11,898 17,148 Escrow receivable 4,950 - Prepaid expenses 1,126 1,600 Other current assets 1,458 2,213 Current assets of discontinued operations - 24,354 Total current assets 38,450 45,347 Property and equipment, net 244 608 Other assets Deposits 1,938 2,003 Software as a service, net 3,002 4,068 Deferred income taxes, net 9,496 7,849 Right-of-use asset - operating leases, net 630 1,083 Intangible assets, net 3,003 4,385 Goodwill 1,074 1,074 Noncurrent assets of discontinued operations - 83,694 Total other assets 19,143 104,156 Total assets $ 57,837 $ 150,111 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 503 $ 80 Accrued payroll and expenses 4,441 4,868 Transition services payable 3,064 - Long-term debt, current portion (net of debt issuance costs of $0 and $24, respectively) - 3,801 Accrued interest - 223 Income taxes payable 76 212 Note payable 449 - Convertible note - 4,368 Lease liabilities, current portion 409 544 Severance payable, current portion 392 - Current liabilities of discontinued operations - 11,824 Total current liabilities 9,334 25,920 Line of credit (net of debt issuance costs of $0 and $770, respectively) - 5,625 respectively) - 32,527 Severance payable, less current portion 100 - Lease liabilities, less current portion 298 698 Noncurrent liabilities of discontinued operations - 3,072 Total liabilities 9,732 67,842 Commitments and contingencies Preferred stock, $0.01 par value per share, 500,000 shares authorized, -0- shares issued and outstanding - - Common stock, $0.01 par value per share; 19,500,000 shares authorized, 11,227,197 and 11,038,623 shares issued and outstanding, respectively 112 110 Additional paid in capital 71,445 70,260 (Accumulated deficit) retained earnings (21,874 ) 11,956 Treasury stock of 355,150 and 3,930 shares, respectively (1,578 ) (57 ) Total stockholders' equity 48,105 82,269 Total liabilities and stockholders' equity $ 57,837 $ 150,111 CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share and dividend amounts) For the Thirteen and Fifty-two weeks ended Week Periods Ended December 28, 2025 and December 29, 2024 Thirteen Weeks Ended Fifty-two Weeks Ended 2025 2024 2025 2024 Revenues, net $ 22,026 $ 24,306 $ 93,310 $ 104,402 Cost of services 14,323 15,572 59,977 66,033 Gross profit 7,703 8,734 33,333 38,369 Selling, general, and administrative expenses 9,332 10,537 41,136 42,902 Gain on contingent consideration - - (450 ) - Depreciation and amortization 139 327 1,550 1,334 Operating (loss) income (1,768 ) (2,130 ) (8,903 ) (5,867 ) Interest income (expense), net 84 (1,493 ) (4,511 ) (4,921 ) Loss before income taxes from continuing operations (1,684 ) (3,623 ) (13,414 ) (10,788 ) Income tax benefit from continuing operations 420 682 1,881 2,084 Loss from continuing operations (1,264 ) (2,941 ) (11,533 ) (8,704 ) Income (loss) from discontinued operations: Income (loss) 728 2,467 4,423 7,080 Loss on sale (831 ) - (3,723 ) - Income tax (expense) benefit 207 (507 ) (597 ) (1,714 ) Net loss $ (1,160 ) $ (981 ) $ (11,430 ) $ (3,338 ) Net (loss) income per share - basic and diluted: Net loss from continuing operations $ (0.11 ) $ (0.27 ) $ (1.05 ) $ (0.80 ) Net income (loss) from discontinued operations: Income (loss) 0.07 0.22 0.40 0.65 Loss on sale (0.07 ) - (0.34 ) - Income tax (expense) benefit 0.01 (0.05 ) (0.05 ) (0.16 ) Net loss per share - basic and diluted $ (0.10 ) $ (0.10 ) $ (1.04 ) $ (0.31 ) Weighted average shares outstanding: Basic and Diluted 11,087 10,943 11,025 10,896 Cash dividends declared per common share $ - $ - $ 2.00 $ 0.15 PROPERTY MANAGEMENT SEGMENT (dollars in thousands) Thirteen Weeks Ended Fifty-two Weeks Ended December 28, 2025 December 29, 2024 December 28, 2025 December 29, 2024 Contract field talent $ 21,432 $ 23,907 $ 91,051 $ 102,618 Contingent placements 594 399 2,259 1,784 Revenue 22,026 24,306 93,310 104,402 Compensation and related 14,285 15,529 59,826 65,870 Other 38 43 151 163 Gross profit 7,703 8,734 33,333 38,369 Selling: Compensation 4,397 4,650 16,866 18,936 Advertising, occupancy, and travel 397 392 1,694 1,837 Software, insurance, and professional fees 482 327 1,634 1,275 Other 224 550 2,767 2,583 Contributions to overhead 5,500 5,919 22,961 24,631 General and administrative: Compensation 1,972 2,368 8,290 9,394 Software 679 942 2,875 2,862 Professional fees 885 777 3,087 2,898 Strategic alternatives review 403 88 2,519 962 Other (107 ) 443 1,404 2,155 Gain on contingent consideration - - (450 ) - Depreciation and amortization 139 328 1,550 1,334 Operating loss (1,768 ) (2,131 ) (8,903 ) (5,867 ) Interest income (expense), net 83 (1,493 ) (4,511 ) (4,921 ) Income tax benefit from continuing operations 421 683 1,881 2,084 Net loss from continuing operations $ (1,264 ) $ (2,941 ) $ (11,533 ) $ (8,704 ) Capital expenditures $ 16 $ 154 $ 138 $ 1,217 Total assets $ 57,837 $ 42,063 $ 57,837 $ 42,063 CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) For the Fifty-two Week Periods Ended December 28, 2025 and December 29, 2024 2025 2024 Cash flows from operating activities Net loss $ (11,430 ) $ (3,338 ) Net income from discontinued operations (3,826 ) (5,366 ) Adjustments to reconcile net loss to net cash (used in) provided by operating activities: Depreciation 113 152 Amortization 1,437 1,182 Loss on sale of discontinued operations 3,723 - Loss on disposal of property and equipment 164 3 Contingent consideration adjustment (450 ) - Amortization of debt issuance costs 1,022 425 Interest expense on note payable 136 - Provision for credit losses 1,857 1,859 Share-based compensation 1,006 908 Deferred income taxes (1,647 ) 378 Net changes in operating assets and liabilities, net of effects of acquisitions: Accounts receivable 3,393 8,188 Escrow receivable (4,950 ) - Prepaid expenses 563 928 Other current assets (346 ) 794 Deposits 66 593 Software as a service 1,073 669 Accounts payable 423 (14 ) Accrued payroll and expenses 618 (1,716 ) Transaction services payable 3,064 - Accrued interest (223 ) (215 ) Income taxes payable (80 ) 103 Severance payable 492 - Operating leases (82 ) (85 ) Other long-term liabilities 4,001 13,937 Net cash (used in) provided by continuing operating activities 117 19,385 Net cash provided by discontinued operating activities 25 4,994 Net cash (used in) provided by operating activities 142 24,379 Cash flows from investing activities Proceeds from business sold 91,528 - Capital expenditures (138 ) (1,217 ) Net cash provided by (used in) continuing investing activities 91,390 (1,217 ) Net cash used in discontinued investing activities (193 ) (423 ) Net cash provided by (used in) investing activities 91,197 (1,640 ) Cash flows from financing activities Net payments under line of credit (10,220 ) (18,479 ) Proceeds from issuance of long-term debt - 4,250 Principal payments on long-term debt (32,725 ) (1,700 ) Payments of convertible note (4,368 ) - Payments of dividends (22,400 ) (1,639 ) Issuance of ESPP shares 134 459 Issuance of shares under the 2013 Long-Term Incentive Plan - 262 Note payable paid (1,237 ) - Payments of debt issuance costs (29 ) (1,289 ) Note payable paid (155 ) - Repurchase of common stock (1,521 ) - Net cash used in continuing financing activities (72,521 ) (18,136 ) Net cash used in discontinued financing activities - (4,250 ) Net cash used in financing activities (72,521 ) (22,386 ) Net change in cash and cash equivalents, continuing operations 18,818 353 Less: net change in cash and cash equivalents, discontinued operations (168 ) 321 Cash and cash equivalents, beginning of year 32 - Cash and cash equivalents, end of year $ 19,018 $ 32 Supplemental cash flow information: Cash paid for interest, net - continuing operations $ 3,266 $ 4,475 Cash paid for taxes (federal), net of refunds - continuing operations $ - $ 4 Cash paid for taxes (state), net of refunds Continuing operations $ 335 $ 469 Discontinued operations $ 170 $ 212 Total cash paid for taxes (state), net of refunds $ 505 $ 685 NON-GAAP FINANCIAL MEASURES The financial results of BGSF, Inc. are prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the rules of the U.S. Securities and Exchange Commission. To help the readers understand our financial performance, we supplement our GAAP financial results with Adjusted EBITDA and Adjusted EPS. A non-GAAP financial measure is a numerical measure of a company's financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows of a company. Adjusted EBITDA and Adjusted EPS are not measurements of financial performance under GAAP and should not be considered as alternatives to net income, net income per diluted share, operating income, or any other performance measure derived in accordance with GAAP, or as alternatives to cash flow from operating activities or measures of our liquidity. We believe that Adjusted EBITDA and Adjusted EPS are useful performance measures and are used by us to facilitate a comparison of our operating performance on a consistent basis from period-to-period and to provide for a more complete understanding of factors and trends affecting our business than measures under GAAP can provide alone. We define "Adjusted EBITDA" as earnings before interest expense, income taxes, depreciation and amortization expense, costs associated with the evaluation of potential strategic alternatives ("strategic alternatives review"), software as a service costs, and certain non-cash expenses such as share-based compensation expense, as well as certain specific events that management does not consider in assessing our on-going operating performance. We define "Adjusted EPS" as diluted earnings per share eliminating interest expense, depreciation,, and amortization expense, the strategic alternatives review, software as a service costs, and certain non-cash expenses such as share-based compensation expense, as well as certain specific events that management does not consider in assessing our on-going operating performance, net of the respective income tax effect. Reconciliation of Net Loss to Adjusted EBITDA (dollars in thousands) Thirteen Weeks Ended Fifty-two Weeks Ended Thirteen Weeks Ended December 28, 2025 December 29, 2024 December 28, 2025 December 29, 2024 September 28, 2025 Net loss from continuing operations $ (1,264 ) $ (2,941 ) $ (11,533 ) $ (8,704 ) $ (3,078 ) Income tax (benefit) expense (420 ) (682 ) (1,881 ) (2,084 ) 571 Interest (income) expense, net (84 ) 1,493 4,511 4,921 1,570 Operating loss (1,768 ) (2,130 ) (8,903 ) (5,867 ) (937 ) Depreciation and amortization 139 327 1,550 1,334 824 Gain on contingent consideration - - (450 ) - (450 ) Share-based compensation 156 183 1,006 908 545 Strategic alternatives review 403 88 2,519 962 482 Software as a service1 123 252 1,073 669 516 Transaction fees - 7 - 48 - Aged receivable adjustment - (357 ) 1,070 401 - Adjusted EBITDA from continuing operations (947 ) (1,630 ) (2,135 ) (1,545 ) 980 Adjusted EBITDA Margin (% of revenue) (4.3) % (6.7) % (2.3) % (1.5) % 3.6 % Loss on sale (831 ) - (3,723 ) - (2,892 ) Income (loss) from discontinued operations 935 1,960 3,826 5,366 963 Adjustments to discontinued operations 1,866 4,969 4,222 8,229 2,073 Adjusted EBITDA from discontinued operations 2,801 6,929 8,048 13,595 3,036 Adjusted EBITDA, net $ 1,023 $ 5,299 $ 2,190 $ 12,050 $ 1,124 1 We capitalize direct costs incurred in cloud computing implementation from hosting arrangements, which are reported as a Software as a service and are expensed as incurred in selling, general, and administrative expenses. Reconciliation of Net Loss EPS to Adjusted EPS Thirteen Weeks Ended Fifty-two Weeks Ended Thirteen Weeks Ended December 28, 2025 December 29, 2024 December 28, 2025 December 29, 2024 September 28, 2025 Net loss from continuing operations per diluted share $ (0.11 ) $ (0.27 ) $ (1.05 ) $ (0.80 ) $ (0.28 ) Income tax (benefit) expense (0.04 ) (0.06 ) (0.17 ) (0.19 ) 0.05 Interest (income) expense, net (0.01 ) 0.14 0.41 0.45 0.14 Operating loss (0.16 ) (0.19 ) (0.81 ) (0.54 ) (0.09 ) Depreciation and amortization 0.01 0.03 0.14 0.12 0.07 Gain on contingent consideration - - (0.04 ) - (0.04 ) Share-based compensation 0.01 0.02 0.09 0.08 0.05 Strategic alternatives review 0.04 0.01 0.23 0.09 0.04 Software as a service1 0.01 0.02 0.10 0.06 0.05 Aged receivable adjustment - (0.03 ) 0.10 0.04 - Adjusted EPS from continuing operations (0.09 ) (0.14 ) (0.19 ) (0.15 ) 0.08 Loss on sale (0.07 ) - (0.34 ) - (0.26 ) Adjusted EPS from discontinued operations 0.25 0.63 0.73 1.25 0.27 Adjusted EPS $ 0.09 $ 0.49 $ 0.20 $ 1.10 $ 0.09 1 We capitalize direct costs incurred in cloud computing implementation from hosting arrangements, which are reported as a Software as a service and are expensed as incurred in selling, general, and administrative expenses. SOURCE: BGSF, INC. View the original press release on ACCESS Newswire
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