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

BG Staffing Realigns Go-to-Market Strategy to Drive Greater Clarity and Effectiveness

PLANO, TX / ACCESS Newswire / March 11, 2026 / 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
ir@BGSF.com 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

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.

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