8-K
SUPERIOR GROUP OF COMPANIES, INC. (SGC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 28, 2021
Superior Group of Companies, Inc.
(Exact name of registrant as specified in its charter)
| Florida | 001-05869 | 11-1385670 |
|---|---|---|
| (State or other jurisdiction<br> of incorporation) | (Commission<br> File Number) | (IRS Employer<br> Identification No.) |
| 10055 Seminole Blvd. , Seminole, Florida<br><br> <br>(Address of principal executive offices) | 33772<br><br> <br>(Zip Code) |
Registrant's telephone number including area code:
(727) 397-9611
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230 .425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock | SGC | NASDAQ |
Item 2.02. Results of Operations and Financial Condition
The following information is being furnished under Item 2.02 of Form 8-K: Press release by Superior Group of Companies, Inc. (the “Company”) announcing its results of operations for the quarter ended March 31, 2021. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K.
Item 9.0l. Financial Statements and Exhibits
(c) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release, dated April 28, 2021 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunder duly authorized.
| SUPERIOR GROUP OF COMPANIES, INC. | |
|---|---|
| By: | /s/ Andrew D. Demott, Jr. |
| Andrew D. Demott, Jr. | |
| Chief Operating Officer, Chief Financial Officer and Treasurer |
Date: April 28, 2021
ex_244034.htm
Exhibit 99.1
FOR IMMEDIATE RELEASE
SUPERIOR GROUP OF COMPANIES, INC. REPORTS OPERATING RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2021
| Compared to the first quarter 2020: |
|---|
| ● Net Sales increased 49.4% |
| ● Earnings per Share (Diluted) increased 200.0% |
| ● Uniform net sales increased 17.4% |
| ● BAMKO net sales increased 124.9% |
| ● The Office Gurus net sales increased 43.2% |
SEMINOLE, Fla. – April 28, 2021 – Superior Group of Companies, Inc. (NASDAQ: SGC), today announced its first quarter operating results for 2021.
The Company announced that for the first quarter ended March 31, 2021, net sales increased 49.4 percent to $140.8 million, compared to first quarter 2020 net sales of $94.2 million. Pretax Income was $13.2 million compared to $4.6 million in the first quarter of 2020. Net income was $10.5 million or $0.66 per diluted share compared to $3.4 million, or $0.22 per diluted share for the first quarter of 2020.
Michael Benstock, Chief Executive Officer, commented, “We are very pleased to report another quarter of exceptional operating results. Our business continues to grow both organically and through strategic acquisitions, even without including the PPE sales related to the pandemic. PPE sales for the first quarter were approximately $26.8 million versus $1.5 million in the first quarter of 2020. We are continuing to book additional PPE sales, but at a significantly slowing rate. BAMKO delivered another remarkable quarter with net sales growth of almost 125%, or $32.7 million. PPE sales represented $14.2 million of this growth. The Office Gurus delivered a record quarter with net sales increasing 43.2% after intersegment eliminations in the first quarter as compared to the first quarter last year.
“While we are optimistic in our outlook, we, along with other companies, are navigating logistical headwinds that originated in shipping ports that are now cascading throughout the transportation and logistics ecosystem. As a result, we ended the quarter with sizable backlogs in both our Uniforms and our Promotional Product segments both with and without including the benefit of PPE.
“We remain enthusiastic and dedicated to continuing with our disciplined, long-term approach. It has and we believe will continue to yield sustainable organic growth in both our recurring customer base and with new customers across diverse end markets. We are relentless in our determination to excel, bring higher levels of service to our customers and to create greater shareholder value.”
CONFERENCE CALL
Superior Group of Companies will hold a conference call on Wednesday, April 28, 2021 at 2:00 p.m. Eastern Time to discuss the Company’s results. Interested individuals may join the teleconference by dialing (844) 861-5505 for U.S. dialers and (412) 317-6586 for International dialers. The Canadian Toll Free number is (866) 605-3852. Please ask to be joined into the Superior Group of Companies call. The live webcast and archived replay can also be accessed in the investor information section of the Company's website at https://ir.superiorgroupofcompanies.com/Presentations.
A telephone replay of the teleconference will be available one hour after the end of the call through 2:00 p.m. Eastern Time on May 12, 2021. To access the replay, dial (877) 344-7529 in the United States or (412) 317-0088 from international locations. Canadian dialers can access the replay at (855) 669-9658. Please reference conference number 10153694 for all replay access.
Disclosure Regarding Forward Looking Statements
Certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified by use of the words “may,” “will,” “should,” “could,” “expect,” anticipate,” “estimate,” “believe,” “intend,” “project,” “potential,” or “plan” or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements in this press release may include, without limitation: (1) the projected impact of the current coronavirus (COVID-19) on our, our customers’, and our suppliers’ businesses, (2) projections of revenue, income, and other items relating to our financial position and results of operations, (3) statements of our plans, objectives, strategies, goals and intentions, (4) statements regarding the capabilities, capacities, market position and expected development of our business operations, and (5) statements of expected industry and general economic trends.
Such forward-looking statements are subject to certain risks and uncertainties that may materially adversely affect the anticipated results. Such risks and uncertainties include, but are not limited to, the following: the impact of competition; the effect of uncertainties related to the current coronavirus (COVID-19) pandemic on the United States. and global markets, our business, operations, customers, suppliers and employees, including without limitation the length and scope of the restrictions imposed by various governments and success of efforts to deliver a vaccine on a timely basis, among other factors; our ability to navigate successfully the challenges posed by current global supply disruptions; general economic conditions, including employment levels, in the areas of the United States in which the Company’s customers are located; changes in the healthcare, retail, hotels, food service, transportation and other industries where uniforms and service apparel are worn; our ability to identify suitable acquisition targets, successfully integrate any acquired businesses, successfully manage our expanding operations, or discover liabilities associated with such business during the diligence process; the price and availability of cotton and other manufacturing materials; attracting and retaining senior management and key personnel and other factors described in the Company’s filings with the Securities and Exchange Commission, including those described in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2021. Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements made herein and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are only made as of the date of this press release and we disclaim any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances, except as may be required by law.
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About Superior Group of Companies, Inc. (SGC):
Superior Group of Companies™ formerly Superior Uniform Group, established in 1920, is a combination of companies that help our customers unlock the power of their brands by creating extraordinary brand engagement experiences for their employees and customers. We provide customized support for each of our divisions through our shared services model.
Fashion Seal Healthcare®, HPI® and WonderWink® are our core uniform brands. Each is one of America’s leading providers of uniforms and image apparel in the markets we serve. We specialize in innovative uniform program design, global manufacturing, and state-of-the-art distribution. Every workday, more than 7 million Americans go to work wearing a uniform from Superior Group of Companies.
BAMKO®, Tangerine Promotions®, Public Identity® and Gifts By Design™ are our signature promotional product companies. We provide unique custom branding, design, sourcing, and marketing solutions to some of the world’s most successful brands.
The Office Gurus® is a global provider of custom call and contact center support. As a true strategic partner, The Office Gurus implements customized solutions for our customers in order to accelerate their growth and improve our customers’ service experiences.
SGC’s commitment to service, technology, quality and value-added benefits, as well as our financial strength and resources, provides unparalleled support for our customers’ diverse needs while embracing a “Customer 1st, Every Time!” philosophy and culture in all of our business segments.
Visit www.superiorgroupofcompanies.com for more information.
| Contact: | Hala Elsherbini | |
|---|---|---|
| Andrew D. Demott, Jr. | Three Part Advisors | |
| COO, CFO & Treasurer | -OR- | Senior Managing Director |
| 727-803-7135 | 214-442-0016 |
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Comparative figures are as follows:
| SUPERIOR GROUP OF COMPANIES, INC. AND SUBSIDIARIES | ||||
|---|---|---|---|---|
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
| (Unaudited) | ||||
| Three Months Ended March 31, | ||||
| --- | --- | --- | --- | --- |
| 2021 | 2020 | |||
| Net sales | $ | 140,847 | $ | 94,245 |
| Costs and expenses: | ||||
| Cost of goods sold | **** | 91,804 | 60,794 | |
| Selling and administrative expenses | **** | 35,111 | 27,489 | |
| Other periodic pension costs | **** | 429 | 285 | |
| Interest expense | **** | 275 | 1,060 | |
| **** | 127,619 | 89,628 | ||
| Income before taxes on income | **** | 13,228 | 4,617 | |
| Income tax expense | **** | 2,750 | 1,250 | |
| Net income | $ | 10,478 | $ | 3,367 |
| Net income per share: | ||||
| Basic | $ | 0.69 | $ | 0.22 |
| Diluted | $ | 0.66 | $ | 0.22 |
| Weighted average shares outstanding during the period: | ||||
| Basic | **** | 15,221,336 | 15,024,851 | |
| Diluted | **** | 15,991,474 | 15,200,898 | |
| Cash dividends per common share | $ | 0.10 | $ | 0.10 |
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| SUPERIOR GROUP OF COMPANIES, INC. AND SUBSIDIARIES | |||||
|---|---|---|---|---|---|
| CONDENSED CONSOLIDATED BALANCE SHEETS | |||||
| (Unaudited) | |||||
| (In thousands, except share and par value data) | |||||
| December 31, | |||||
| --- | --- | --- | --- | --- | --- |
| 2020 | |||||
| ASSETS | |||||
| Current assets: | |||||
| Cash and cash equivalents | 10,911 | $ | 5,172 | ||
| Accounts receivable, less allowance for doubtful accounts of 7,478 and 7,667, respectively | 103,066 | 101,902 | |||
| Accounts receivable - other | 2,405 | 1,356 | |||
| Inventories | 87,774 | 89,766 | |||
| Contract assets | 40,662 | 39,231 | |||
| Prepaid expenses and other current assets | 11,508 | 11,030 | |||
| Total current assets | 256,326 | 248,457 | |||
| Property, plant and equipment, net | 42,077 | 36,644 | |||
| Operating lease right-of-use assets | 5,042 | 3,826 | |||
| Deferred tax asset | 810 | - | |||
| Intangible assets, net | 63,659 | 58,746 | |||
| Goodwill | 36,197 | 36,116 | |||
| Other assets | 10,912 | 10,135 | |||
| Total assets | 415,023 | $ | 393,924 | ||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||
| Current liabilities: | |||||
| Accounts payable | 35,429 | $ | 39,327 | ||
| Other current liabilities | 34,519 | 44,670 | |||
| Current portion of long-term debt | 15,286 | 15,286 | |||
| Current portion of acquisition-related contingent liabilities | 5,791 | 5,589 | |||
| Total current liabilities | 91,025 | 104,872 | |||
| Long-term debt | 94,920 | 72,372 | |||
| Long-term pension liability | 14,423 | 14,574 | |||
| Long-term acquisition-related contingent liabilities | 2,879 | 1,892 | |||
| Long-term operating lease liabilities | 2,273 | 1,599 | |||
| Deferred tax liability | - | 450 | |||
| Other long-term liabilities | 8,120 | 6,535 | |||
| Commitments and contingencies | |||||
| Shareholders’ equity: | |||||
| Preferred stock, .001 par value - authorized 300,000 shares (none issued) | - | - | |||
| Common stock, .001 par value - authorized 50,000,000 shares, issued and outstanding 15,582,835 and 15,391,660 shares, respectively. | 15 | 15 | |||
| Additional paid-in capital | 62,773 | 61,844 | |||
| Retained earnings | 150,734 | 141,972 | |||
| Accumulated other comprehensive income (loss), net of tax: | |||||
| Pensions | (10,184 | ) | (10,898 | ) | |
| Cash flow hedges | 64 | 69 | |||
| Foreign currency translation adjustment | (2,019 | ) | (1,372 | ) | |
| Total shareholders’ equity | 201,383 | 191,630 | |||
| Total liabilities and shareholders’ equity | 415,023 | $ | 393,924 |
All values are in US Dollars.
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| SUPERIOR GROUP OF COMPANIES, INC. AND SUBSIDIARIES | ||||||
|---|---|---|---|---|---|---|
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||
| (Unaudited) | ||||||
| (In thousands) | ||||||
| Three Months Ended March 31, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| 2021 | 2020 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||
| Net income | $ | 10,478 | $ | 3,367 | ||
| Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||||
| Depreciation and amortization | **** | 2,217 | 1,869 | |||
| Provision for bad debts - accounts receivable | **** | 359 | 865 | |||
| Share-based compensation expense | **** | 832 | 399 | |||
| Deferred income tax benefit | **** | (1,145 | ) | (784 | ) | |
| Change in fair value of acquisition-related contingent liabilities | **** | 1,199 | 175 | |||
| Changes in assets and liabilities, net of acquisition of business: | ||||||
| Accounts receivable | **** | (1,731 | ) | 4,940 | ||
| Accounts receivable - other | **** | (798 | ) | 425 | ||
| Contract assets | **** | (1,447 | ) | 299 | ||
| Inventories | **** | 1,881 | (831 | ) | ||
| Prepaid expenses and other current assets | **** | (331 | ) | 2,327 | ||
| Other assets | **** | (771 | ) | 1,410 | ||
| Accounts payable and other current liabilities | **** | (15,057 | ) | 4,656 | ||
| Long-term pension liability | **** | 446 | 294 | |||
| Other long-term liabilities | **** | 1,613 | 134 | |||
| Net cash provided by (used in) operating activities | **** | (2,255 | ) | 19,545 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||
| Additions to property, plant and equipment | **** | (6,736 | ) | (2,073 | ) | |
| Acquisition of business | **** | (6,000 | ) | - | ||
| Net cash used in investing activities | **** | (12,736 | ) | (2,073 | ) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||
| Proceeds from borrowings of debt | **** | 72,359 | 34,488 | |||
| Repayment of debt | **** | (49,835 | ) | (52,672 | ) | |
| Payment of cash dividends | **** | (1,548 | ) | (1,521 | ) | |
| Proceeds received on exercise of stock options | **** | 130 | - | |||
| Tax withholdings on exercise of performance based stock | **** | (372 | ) | - | ||
| Tax (provision) benefit from vesting of acquisition-related restricted stock | **** | 171 | (13 | ) | ||
| Common stock reacquired and retired | **** | - | (500 | ) | ||
| Net cash provided by (used in) financing activities | **** | 20,905 | (20,218 | ) | ||
| Effect of currency exchange rates on cash | **** | (175 | ) | (519 | ) | |
| Net increase (decrease) in cash and cash equivalents | **** | 5,739 | (3,265 | ) | ||
| Cash and cash equivalents balance, beginning of period | **** | 5,172 | 9,038 | |||
| Cash and cash equivalents balance, end of period | $ | 10,911 | $ | 5,773 |
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