M&A - SPAR Group, Inc.

Form Type: 8-K

Filing Date: 2025-03-17

Corporate Action: Acquisition

Type: Update

Accession Number: 000143774925007997

Filing Summary: SPAR Group, Inc. (SGRP) is updating stakeholders about its planned acquisition by Highwire Capital LLC, a merger that is structured as an all-cash transaction. The acquisition was approved by SGRP’s stockholders during a special meeting held on October 25, 2024. Following the merger, SGRP's shares will no longer be traded publicly on Nasdaq. The latest communication from Nasdaq, received on March 11, 2025, confirmed that SGRP's Compliance Plan in relation to its annual meeting obligations was accepted, granting an extension until June 12, 2025, to hold the required annual meeting. Additionally, revisions to the financing of the proposed acquisition necessitated extended due diligence and negotiations, with the financing commitment now extended to April 15, 2025. The merger agreement specifies that if the acquisition is not completed by May 30, 2025, either party can terminate the agreement. This report includes forward-looking statements concerning potential risks and uncertainties surrounding the acquisition process and compliance with listing requirements.

Document Link: View Document

Form Type: 8-K

Filing Date: 2025-01-08

Corporate Action: Merger

Type: Update

Accession Number: 000143774925000737

Filing Summary: SPAR Group, Inc. has announced that it is undergoing an acquisition in a merger transaction with Highwire Capital LLC, which has been approved by the stockholders. The agreement was entered into on August 30, 2024, with the special meeting for approval held on October 25, 2024. Following the proposed acquisition, SPAR's shares will no longer be traded on Nasdaq and will be privately owned by Highwire. Additionally, due to the company's failure to hold its Annual Meeting of stockholders in 2024, SPAR received a notice from Nasdaq regarding noncompliance with listing rules. SPAR has been given 45 days to submit a compliance plan to regain adherence to the annual meeting requirements. They are currently working on this plan.

Document Link: View Document