Overview and History
−Removed: (“BGSF,” “we,” or the “Company”) is a leading national provider of professional workforce solutions with continuing operations that, along with its wholly owned subsidiaries, operate primarily within the U.S.
+Added: (“BGSF,” “we,” or the “Company”) is a leading national provider of consulting, managed services, and professional workforce solutions with continuing operations that, along with its wholly owned subsidiaries, operate primarily within the U.S.
in two industry segments Real Estate and Professional, with discontinued operations in the Light Industrial segment.
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We employ a diverse operating model, both from a skill set and a geographic standpoint, which we believe mitigates downside revenue risk.
−Removed: Our workforce solutions consist of on-demand or short-term assignments, consulting services, and on-site management administration.
+Added: Our workforce solutions consist of on-demand or short-term assignments, consulting services, managed services, and on-site management administration.
Short-term workforce solutions assist employers in dealing with field talent demands caused by such factors as seasonality, fluctuations in client partner demand, vacations, illnesses, parental leave, and special projects without incurring the ongoing expense and administrative responsibilities associated with recruiting, hiring and retaining permanent field talent.
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This type of arrangement may involve outsourcing an entire department in a large corporation or providing the workforce for a large project.
+Added: Managed services are a combination of both workforce solutions and fixed fee arrangements.
+Added: Field talent is placed with the client partner and services are performed over a given period of time as determined with the client partner.
+Added: Generally services are provided under a contractual agreement.
In an on-site management arrangement, we place an experienced manager on-site at a client partner’s place of business.
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We commenced operations on October 17, 2007 and since 2009 have began an on-going growth and diversification initiative.
−Removed: Since 2010, we have acquired twelve businesses:
+Added: Since 2010, we have acquired thirteen businesses:
• In June 2010, we purchased the interests of BG Personnel Services, LP and BG Personnel, LP, and purchased the common stock of B G Staff Services, Inc.
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We continue to operate under the Momentum Solutionz trade name.
−Removed: On February 28, 2022, we signed a definitive agreement to sell substantially all our Light Industrial segment (“InStaff”) assets to Jobandtalent (“J&T”), through their wholly-owned subsidiary, Sentech Engineering Services, Inc.
−Removed: The Company anticipates that the transaction will close during the first fiscal quarter of 2022, and anticipates using the proceeds from the transaction to, among other things, deploy additional capital into managed services and high-end consulting solutions, drive geographic expansion in the Company’s Real Estate segment, pursue potential acquisition opportunities, reduce outstanding indebtedness, and for general corporate purposes.
+Added: • In December 2022, we acquired substantially all of the assets and assumed certain liabilities of Horn Solutions, Inc.
+Added: and Horn Solutions, Dallas, LLC (collectively, “Horn Solutions”).
+Added: Horn Solutions provides services to clients in a variety of industries including, but not limited to energy, financial services, healthcare, real estate and construction, service, manufacturing, and software industries.
+Added: We continue to operate under the Horn Solutions trade names.
+Added: On March 21, 2022, we completed the sale to Sentech Engineering Services, Inc.
+Added: of substantially all of the assets pertaining to our Light Industrial segment.
+Added: The Light Industrial segment provided field talent primarily to manufacturing, distribution, logistics, and call center client partners needing a flexible workforce and operated under the “InStaff” trade name.
Instaff's financial results for periods prior to the sale have been reflected in our Consolidated Statements of Operations and Comprehensive Income and Consolidated Statements of Cash Flows as discontinued operations.
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See “Note 4 - Discontinued Operations” in our Consolidated Financial Statements included elsewhere in this report for additional information.
−Removed: We now operate across 46 states and D.C., as well as 13 on-site locations.
+Added: We now operate across 46 states and D.C.
We do not currently have any significant foreign operations.
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The workforce solution industry is experiencing increased demand in relation to total job growth as client partners have placed a greater priority on maintaining a more flexible workforce.
−Removed: The workforce solution industry is large and highly fragmented with approximately 25,000 competing companies, while only 186 firms exceeded $100 million in annual revenues in 2020 according to Staffing Industry Analysts (“SIA”).
+Added: The workforce solution industry is large and highly fragmented with approximately 25,000 competing companies, while only 186 firms exceeded $100 million in annual revenues during 2021 according to Staffing Industry Analysts (“SIA”).
As of September 2022, SIA estimated the 2023 U.S.
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We have diversified our operations to provide field talent within distinct segments of the industry.
−Removed: We refer to our continuing operations as the Real Estate and Professional segments, and discontinuing operations is the Light Industrial segment.
+Added: We refer to our continuing operations as the Real Estate and Professional segments, and discontinuing operations as the Light Industrial segment.
We operate separate profit centers within each segment and provide managers considerable operational autonomy and financial incentives.
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We currently operate in 36 states and D.C.
−Removed: The Real Estate division utilizes Virtual Talent Acquisition Center (“TAC”) with team members located in various locations throughout the United States.
−Removed: All open positions nationally are recruited from this TAC.
+Added: The Real Estate segment utilizes Virtual Talent Acquisition Center (“TAC”) with team members located in various locations throughout the United States.
+Added: All open field talent positions nationally are recruited from this TAC.
The field talent we assign to our Real Estate client partners are our employees, although our client partners provide on-the-job direction, control and supervision.
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Our client partners include large Fortune 500 companies, medium and small companies, as well as consulting firms engaged in systems integration projects.
−Removed: We operate our professional segment remotely and from our offices in Arizona, Florida, Illinois, Maryland, Massachusetts, New Jersey, North Carolina, Rhode Island, Tennessee, and Texas.
+Added: We operate our professional segment remotely and from our offices in Arizona, Florida, Illinois, Maryland,
+Added: Massachusetts, New Jersey, North Carolina, Rhode Island, Tennessee, and Texas.
Light Industrial Segment
−Removed: The Light Industrial segment, reported as discontinued operations, provides field talent to manufacturing, distribution, logistics and call center client partners needing a flexible workforce.
−Removed: We currently have 11 branch offices and 13 on-site locations operating in 11 states.
−Removed: The Light Industrial segment field talent perform workforce solutions in a variety of skilled and unskilled positions.
−Removed: The field talent we assign to the Light Industrial client partners are our employees, although our client partners provide on-the-job direction, control and supervision.
+Added: The Light Industrial segment is reported in our financial statements as discontinued operations.
See “Note 4 - Discontinued Operations” in our Consolidated Financial Statements for additional information.
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We are committed to growing our operations.
−Removed: We have grown from $35 million of Light Industrial revenue in 2009 to $239 million of continuing revenue in 2021, by using a growth strategy reliant upon both acquisitions and organic growth.
+Added: We have grown from $35 million of Light Industrial revenue in 2009 to $298 million of revenue from continuing operations in 2022, by using a growth strategy reliant upon both acquisitions and organic growth.
We will continue to evaluate acquisition opportunities utilizing our proven approach to the assessment, valuation, and integration of acquisitions.
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We continue to invest in technology and process improvements, as necessary, to ensure that we are operating at optimal productivity and performance.
−Removed: In April 2019, our board of directors authorized a three year plan to enhance our technology infrastructure, which is our “IT roadmap.” We have organized our top information technology goals and success criteria into six workstreams designed to align similar technologies, project predecessors and business stakeholders that will guide the roadmap for delivery prioritization.
−Removed: These workstreams include front office, middle office, back office, modern workplace, IT infrastructure and project management.
−Removed: To date we have spent $10.8 million of which $4.0 million is in our selling and administrative expense over the past three years and we have been able to complete 19 projects across all of the workstreams.
−Removed: There are currently 6 active projects, estimated to be completed in the second quarter 2022.
+Added: In second quarter 2022, we completed the board of directors authorized three year plan to enhance our processes through the information technology improvement project.
+Added: These workstreams included improvements to applications in front office, middle office, back office, modern workplace, IT infrastructure and project management.
The workforce solutions market is highly competitive with limited barriers to entry.
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Historically, demand for permanent placement workforce solutions is even more sensitive to economic and labor market conditions than demand for workforce and consultant solutions and this is expected to continue.
−Removed: Our business, results of operations, and financial condition have been, and may continue to be, impacted by the COVID-19 pandemic.
−Removed: During 2020, the pandemic had a significant impact on our business, including reduced demand for our workforce solutions, early terminations or reductions in projects, hiring freezes, and a shift of a majority of our workforce to remote operations.
−Removed: These factors contributed to a decline in revenues and other significant adverse impacts on our financial results in 2020.
Human Capital
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As part of these efforts, we strive to offer competitive total rewards programs, foster an inclusive and diverse environment, and give team members the opportunity to give back to their communities and make a social impact.
−Removed: First and foremost, the success of our business is fundamentally connected to the well-being of our people.
−Removed: Accordingly, we are committed to the health, safety and wellness of our team members and talent.
−Removed: In response to the COVID-19 pandemic, we implemented significant operating environment changes that we determined were in the best interest of our team members and talent, as well as the communities in which we operate, and which comply with government regulations.
−Removed: This includes having the vast majority of our internal team members work from home, while implementing additional safety measures for team members and talent continuing critical on-site work.
As of February 13, 2023, we employed approximately 540 team members working remotely or in our various market locations in the United States.
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We believe that our programs provide fair and competitive opportunities that align team member and shareholder interests.
−Removed: In addition to cash and equity compensation, we also offer team members competitive benefits such as life and health (medical, dental and vision) insurance, paid time off including volunteer time off, wellness benefits, education/tuition reimbursement, a defined contribution retirement plan and in 2021 we began an Employee Stock Purchase Plan.
+Added: In addition to cash and equity compensation, we also offer team members competitive benefits such as life and health (medical, dental and vision) insurance, paid time off including volunteer time off, wellness benefits, education/tuition reimbursement, a defined contribution retirement plan with BGSF matching contributions, and an Employee Stock Purchase Plan.
Diversity, Equity, and Inclusion
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Our responsibility commitment is overseen by executive leadership, along with board-level oversight led by our Nominating and Governance Committee.
−Removed: In September 2020, we formed a diversity, equity and inclusion council called Voices Inspiring Inclusion, Belonging, and Equity (“VIIBE”), which now comprises more than 34 team members and represents broad perspectives across our organization.
−Removed: VIIBE is chaired by our Director of Diversity, Development and Learning, whose appointment was made in February 2021.
−Removed: Later in the year, we expect to launch our first two team member resource groups:
−Removed: African American/Black Employees & Allies and Single-Working Parents and Allies.
+Added: In September 2020, we formed a diversity, equity and inclusion council called Voices Inspiring Inclusion, Belonging, and Equity (“VIIBE”), which represents broad perspectives across our organization.
+Added: VIIBE is chaired by our Vice President of Diversity and Development.
+Added: In August 2022, we launched our first two team member resource groups:
+Added: African American/Black Employees & Allies and Working Parents and Allies.
+Added: Later in 2023, we expect to launch our third team member resource group, with the name to be determined.
Our team member resource groups are designed to create a strong sense of belonging within our work culture, to provide awareness and gain collaborative support from allies, and to help drive equitable opportunities throughout our organization for all.
−Removed: The essential work of VIIBE has already begun with the development of foundational pillars of excellence that promote this philosophy.
−Removed: We are focused on how we source, recruit, develop, appreciate, and leverage
−Removed: perspectives and experiences of underrepresented talent.
+Added: The essential work of VIIBE has continued to align it's work with the development of foundational pillars of excellence that promote this philosophy.
+Added: We are focused on how we source, recruit, develop, appreciate, and leverage perspectives and experiences of underrepresented talent.
This focus will extend to our collaboration with client partners, selection of vendor partners, engagement in our communities and prioritization of overall work-life harmony.
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BGSF leaders will continue to be provided additional inclusive-leadership growth opportunities, understanding the importance of mitigating biases, as an ongoing effort to shape our future talent pool selections, onboard new talent, and support future career trajectories.
−Removed: As of November 26, 2021, we employed approximately 4,900 people, of which 8% were internal team members and 92% were field talent supporting our client partners across the country.
+Added: As of October 14, 2022, we employed approximately 3,025 people, of which 14% were internal team members and 86% were field talent supporting our client partners across the country.
• Women represented 36% of all team members, and underrepresented minorities (“URMs”, defined as those who identify as Black/African American, Hispanic/Latinx, Native American/Alaska Native, Asian, Native Hawaiian/Pacific Islander and/or two or more races) represented 72% of our all of our reporting team members (3% of team members in contingent roles chose not to disclose this information);
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We consider sustainability to be a guiding principle in strengthening the relationship with our workforce, vendor partners and client partners.
−Removed: Through our programs and initiatives, we seek to contribute to improving the quality of life of our team members, their families, as well as the communities in which they operate.
+Added: Through our programs and initiatives, we seek to contribute to improving the quality of life of our team
+Added: members, their families, as well as the communities in which they operate.
Designed on the concept of social investment, our approach ensures the creation of future development capacities instead of aiding on isolated occasions.
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To this end, we support volunteerism through two paid days so team members can serve their charity, cause or not-for-profit organization of choice.
−Removed: In 2021, BGSF team members donated more than $29,000 to support the work of 31 nonprofit organizations, including The American Red Cross and United Way to support relief efforts for people affected by 2021 Winter Storm Uri.
−Removed: Team members also served more than 700 hours at several nonprofits of personal importance as well as BGSF-organized volunteer projects including “The Great BGSF Cleanup,” an Earth Day initiative;
−Removed: market-led back to school supply drives;
−Removed: and the 2021 State Fair of Texas Youth Job Interview Contest.
−Removed: BGSF named Junior Achievement its 2021 Charity of Choice, furthering the organization’s mission to prepare students for successful futures by providing work-readiness, entrepreneurship, and financial literacy learning programs.
+Added: Our 2021 launch of Philanthropy Cloud, powered by Salesforce.org, improves the giving experience by connecting employees with their charity of choice.
+Added: The platform also greatly enhances our transparency in impact reporting, tracking, and engagement.
+Added: In 2022, “BG'ers” donated more than $38,500 to charity and served over 1,375 volunteer hours to support to support causes that are close to their hearts, as well as BGSF-organized volunteer projects.
+Added: In 2022, BGSF served as the Presenting Sponsor of the State Fair of Texas’s Youth Agricultural Job Interview Contest, bringing together BG volunteers to facilitate the contest for high school students from across Texas competing for scholarship awards BGSF.
+Added: The team also continued to support the Junior Achievement charity, furthering the organization’s mission to prepare students for successful futures by providing work-readiness, entrepreneurship, and financial literacy learning programs.
+Added: In early 2023, BGSF created the Darrell Freeman Fellowship program which will educate and support students at Nashville State Community College who want to successfully enter the Information Technology field after graduation.
Team Engagement
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By paying close attention to the results, both at an aggregate enterprise level as well as at a department/business/workgroup level, we have been able to continue the enhancement of our culture of rewards and recognition, drive efforts to promote inclusion and diversity, increase communication in support of team member well-being and modernize our approach to foster a culture of continuous learning and feedback.
−Removed: In 2021, we rolled out our social recognition “BiG Deal” platform to align awards and recognition to our BGSF values.
+Added: In 2022, team members recognized our BGSF values through our “BIG Deal” platform by sending over 2,500 awards to their fellow team members.
Learning and Development
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We believe learning and development are key elements to overall retention, engagement, and team member experience strategy.
−Removed: This direction is led by our Director of Diversity, Development and Learning.
+Added: This direction is led by our Vice President of Diversity and Development.
Our strategy is designed to empower team members to reach their full potential, and we provide a wide range of development programs, opportunities, and resources needed to be successful.
−Removed: As we move towards the creation of the BGSF University, our goal is to provide a variety of learning channels including instructor-led, facilitated custom workshops, leader-led, cohort and mentorships, self-paced, e-learning and a catalog of vendor-provided courses, videos, resources, and books.
+Added: As we continue to develop the BGSF University, our goal is to provide a variety of learning channels including instructor-led, facilitated custom workshops, leader-led, cohort and mentorships, self-paced, e-learning and a catalog of vendor-provided courses, videos, resources, and books.
We are committed to the organization's overall health and providing career progression by providing individual development, readiness, and transition plans as a part of our talent review and succession planning process.
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We own or have rights to various copyrights, trademarks, service marks, trade names and domain names used in our business, including, but not limited to, BGSF, BG Staffing, BG Staffing Group, BG Personnel Services, Extrinsic, American Partners, InStaff, BG Temporary Staffing, BG Multifamily, BG Talent, Triance, Donovan & Watkins, D&W Talent, Vision Technology Services, Zycron, Smart Resources, Accountable Search, L.J.
−Removed: Kushner & Associates, EdgeRock, EdgeRock Technology Partners, EdgeRock Technology Partners & Design, Momentum Solutionz, Creative Data Solutions, bgsf.com, bgstaffing.com, bgstaffinggroup.com, bgpersonnel.com, bgpersonnel.net, bgstaffing.net, bgcompanies.net, bgmail.com, ltnstaffing.com, milwaukeetemps.com, milwaukeetmepsinc.com, extrinsicllc.com, extrinsicgroup.com, extrinsicresources.com, jnastaffing.com, therightpeoplerightnow.com, rightpeoplerightnow.com, americanpartnersinc.com, instaff.com, donwat.com, vistechs.com, zycron.com, smartstaffing.com, accountablesearch.com, executiveassistantsearch.com, ljkushner.com, edgerock.com, edgerock.net, edgerockblue.com, edgerockcares.com, edgerockcares.net, edgerockconsultants.com, edgerockit.com, edgerockpartners.com, edgerockperm.com, edgerockred.com, edgerocksearch.com, edgerocksolutions.com, edgerockstaffing.com, edgerocktech.com, edgerocktech.net, edgerocktechnologies.com, etphome.com, joinedgerock.com, myedgerock.com, and momentumsolutionz.com.
−Removed: Our trade names are valuable assets that reinforce the distinctiveness of our brands.
+Added: Kushner & Associates, EdgeRock, EdgeRock Technology Partners, EdgeRock Technology Partners & Design, Momentum Solutionz, Creative Data Solutions, Horn Solutions, bgsf.com, bgstaffing.com, bgstaffinggroup.com, bgpersonnel.com, bgpersonnel.net, bgstaffing.net, bgcompanies.net, bgmail.com, ltnstaffing.com, milwaukeetemps.com, milwaukeetmepsinc.com, extrinsicllc.com, extrinsicgroup.com, extrinsicresources.com, jnastaffing.com, therightpeoplerightnow.com, rightpeoplerightnow.com, americanpartnersinc.com, instaff.com, donwat.com, vistechs.com, zycron.com, smartstaffing.com, accountablesearch.com, executiveassistantsearch.com, ljkushner.com, edgerock.com, edgerock.net, edgerockblue.com, edgerockcares.com, edgerockcares.net, edgerockconsultants.com, edgerockit.com, edgerockpartners.com, edgerockperm.com, edgerockred.com, edgerocksearch.com, edgerocksolutions.com, edgerockstaffing.com, edgerocktech.com, edgerocktech.net, edgerocktechnologies.com, etphome.com, joinedgerock.com, myedgerock.com, momentumsolutionz.com, and hornsolutions.net.
+Added: In early 2023, the Board of Directors approved management's plan to rebrand as BGSF, eliminating various current trade names.
+Added: We intend to complete this rebranding by the end of the second quarter of 2023.
We are subject to regulation by numerous federal, state and local regulatory agencies, including but not limited to the U.S.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.