SUPERIOR GROUP OF COMPANIES INC
For the period ended Mar 31, 2024. Filed May 7, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 7, 2024
Contents
Note
NOTE*8***** –Net IncomePer Share:**
The Company’s basic net income per share is computed based on the weighted average number of shares of common stock outstanding for the period. Diluted net income per share includes the effect of the Company’s outstanding stock options, stock appreciation rights, nonvested shares of restricted stock and nonvested performance shares, if the inclusion of these items is dilutive.
The following table presents a reconciliation of basic and diluted net income per share for the periods presented:
| Three Months Ended March 31, | ||
|---|---|---|
| 2024 | 2023 | |
| Net income used in the computation of basic and diluted net income per share (in thousands) | $3,912 | $888 |
| Weighted average shares outstanding - basic | 16,028,032 | 15,882,994 |
| Dilutive common stock equivalents | 425,420 | 235,335 |
| Weighted average shares outstanding - diluted | 16,453,452 | 16,118,329 |
| Net income per share: | ||
| Basic | $0.24 | $0.06 |
| Diluted | $0.24 | $0.06 |
Awards to purchase 400,075 and 1,008,972 shares of common stock with weighted average exercise prices of $20.86 and $17.03 per share were outstanding during thethree months ended* March 31, 2024* and2023, respectively, but werenot included in the computation of diluted net income per share because the awards’ exercise prices were greater than the average market price of the common shares.
N**OTE9 – Operating Segment Information:
The Company manages and reports the following segments:
Branded Products segment: Primarily through our signature marketing brands BAMKO® and HPI®, we produce and sell customized merchandising solutions, promotional products and branded uniform programs. Branded products are sold to customers in a wide range of industries, including retail chain, food service, entertainment, technology, transportation and other industries. The segment currently has sales offices in the United States, Canada, Brazil, with support services in China and India.
Healthcare Apparel segment: Primarily through our signature marketing brands Fashion Seal Healthcare®, Wink® and CID Resources, we manufacture (throughthird parties or in our own facilities) and sell a wide range of healthcare apparel, such as scrubs, lab coats, protective apparel and patient apparel. This segment sells its products to healthcare laundries, dealers, distributors, retailers and consumers primarily in the United States.
Contact Centers: Through multiple The Office Gurus® entities, including our subsidiaries in El Salvador, Belize, Jamaica, Dominican Republic and the United States (collectively, “TOG”), we provide outsourced, nearshore business process outsourcing, contact and call-center support services to North American customers.
Intersegment eliminations include the elimination of revenues and costs from services provided by the Contact Centers segment to the Company’stwo other segments. Such costs are recognized as selling and administrative expenses in the Branded Products and Healthcare Apparel segments. Income and expenses related to corporate functions that arenot specifically attributable to an individual reportable segment are presented within Other in the tables below.
During thefourth quarter of2023, our chief operating decision maker began to evaluate the performance of our segments using Segment EBITDA instead of income before income taxes. The Company has modified its presentation of segment performance to be consistent with this change, including prior periods presented for consistent and comparable presentation. Amounts that are included in income before income tax expense and excluded from Segment EBITDA include the following: interest expense and depreciation and amortization expense.
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The following tables set forth financial information related to the Company’s operating segments (in thousands):
| Branded Products · Healthcare Apparel · Contact Centers · Intersegment Eliminations · Other · Total | ||||||||
|---|---|---|---|---|---|---|---|---|
| As of and For the Three Months Ended March 31, 2024: | ||||||||
| Net sales | $87,068 | $29,237 | $23,552 | $(1,015) | $ | - | $138,842 | |
| Segment EBITDA | 9,947 | 2,635 | 2,946 | - | (5,897) | $9,631 | ||
| Supplemental information: | ||||||||
| Depreciation and amortization | $1,500 | $937 | $723 | $ | - | $92 | $3,252 | |
| Capital expenditures | $265 | $173 | $160 | $ | - | $77 | $675 | |
| Branded Products · Healthcare Apparel · Contact Centers · Intersegment Eliminations · Other · Total | ||||||||
| As of and For the Three Months Ended March 31, 2023: | ||||||||
| Net sales | $81,851 | $28,154 | $22,056 | $(1,288) | $ | - | $130,773 | |
| Segment EBITDA | 7,510 | 1,572 | 2,793 | - | (4,972) | 6,903 | ||
| Supplemental information: | ||||||||
| Depreciation and amortization | $1,664 | $974 | $668 | $ | - | $82 | $3,388 | |
| Capital expenditures | $1,271 | $462 | $381 | $ | - | $ | - | $2,114 |
The following table reconciles income before income tax expense to Segment EBITDA (in thousands):
| Three Months Ended March 31, | ||
|---|---|---|
| 2024 | 2023 | |
| Income before income tax expense | $4,592 | $945 |
| Interest expense | 1,787 | 2,570 |
| Depreciation and amortization | 3,252 | 3,388 |
| Segment EBITDA | $9,631 | $6,903 |
NOTE*10*** – Subsequent Events****:**
On* May 1, 2024,the Compensation Committee approved the Company entering into a grant of 125,000 and 75,000 performance shares to Michael Benstock and Michael Koempel, respectively, under the2022* Equity Incentive and Awards Plan. The performance shares agreements were executed on* May 6, 2024.Each performance share represents a contingent right to receiveone* share of common stock. The performance shares will vest if, in each case and during afour-year performance period beginning on* January 1, 2024,subject to additional requirements, the average closing price of the Company’s common stock over a rollingthirty* (30) day period equals or exceeds the closing share price on* May 10, 2024*by 115%,130%, and 150% and the executive is still employed by the Company twelve (12) months after the applicable stock price condition has been satisfied. Mr. Koempel’s agreement provides protection for termination without Cause and for resignation for Good Reason during the period after the per share price has been satisfied. The fair value of the shares, yet to be determined, will be amortized across the performance period based on a Monte Carlo valuation model.
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