Great American Group(R)* Announces Improved Fourth Quarter and

Great American Group(R)* Announces Improved Fourth Quarter and Full Year 2011 Financial Results  WOODLAND HILLS, CA -- (Marketwire) -- 03/30/12 --   Great American Group, Inc. (OTCBB: GAMR) ("Great American Group" or the "Company"), a leading provider of asset disposition, valuation and appraisal services, today announced financial results for its fourth quarter and full year ended December 31, 2011.  Fiscal Year Highlights       --  Fiscal 2011 total revenues of $63.5 million, an increase of 50.7% from     a year ago --  Fiscal 2011 operating income of $7.4 million, up from an operating     loss of $11.4 million a year ago --  Fiscal 2011 net income of $602,000, up from a net loss of $11.0     million a year ago --  Fiscal 2011 diluted earnings per share of $0.02, up from diluted loss     per share of $(0.39) a year ago     Fourth Quarter Results  For the fourth quarter ended December 31, 2011, the Company reported total revenues of $11.4 million, an increase of 3.3% from revenues of $11.0 million in the fourth quarter of 2010. Revenues from services and fees were $10.5 million, compared to $10.6 million in the same period the prior year. Revenues from sales of goods were $0.9 million, compared to $0.4 million in the fourth quarter of 2010. The increase in total revenues during the quarter was primarily due an increase in revenues from the sale of goods in the Auction and Liquidation segment.   "During fiscal 2011 we experienced year-over-year improvements in our financial results with a strong increase in revenues and a return to profitability. The retail liquidation of T.J. Hughes Limited in Europe and our participation in the joint venture involving the liquidation of Borders Group in the United States contributed to the increase in revenues and operating profit in the auction and liquidation segment during fiscal 2011," said A ndrew Gumaer, Chief Executive Officer of Great American Group. "We continue to monitor expenses, and our cost reduction initiatives had a positive financial benefit during the year and help to contribute to a significant increase in operating income. Going forward, we will continue to invest in our newer revenue generating initiatives such as GA Keen and GA Europe and expect these businesses to continue to complement our core businesses going forward."  Direct cost of services was $3.8 million, compared to $4.5 million a year ago. The decrease in direct cost of services was primarily the result of a decrease in the number of fee and commission engagements in the fourth quarter of 2011, where the Company contractually bills fees, commissions and reimbursable expenses, in the auction and liquidation segment as compared to the same period in 2010. Cost of goods sold was $1.1 million in the fourth quarter of 2011, compared to $0.6 million in the fourth quarter of the prior year. The increase was primarily the result of the sale of goods in 2011 with high asset values and a lower of cost or market charge of $0.2 million for goods held for sale or auction in 2011 compared to the prior year.  Selling, general and administrative expenses were $6.1 million, compared to $6.8 million in the fourth quarter of 2010. The decrease was primarily the result of the Company's corporate cost savings initiatives and a decrease in contractual compensation with noncontrolling shareholder's that earn a profit and bonus based on a percentage of the operating profits from their operations.   Operating income for the fourth quarter of 2011 was $0.3 million, compared to operating loss of $0.8 million during the same period of 2010.  Interest expense during the fourth quarter of 2011 was flat at $1.0 million, compared to the prior year.   Loss from operations before a provision for income taxes was $0.5 million during the fourth quarter of 2011, compared to loss from operations of $2.1 million in the fourth quarter of 2010.  During the fourth quarter of 2011, the Company recorded a provision for income taxes of $0.2 million, compared to a benefit for income taxes of $0.2 million in the fourth quarter of 2010. Overall, in the fourth quarter of 2011, the Company generated net loss of $0.7 million, or $0.02 per diluted share, compared with net loss of $1.9 million, or $0.07 per diluted share, in the fourth quarter of 2010.  Full Year 2011 Results   For the year-ended 2011, the Company reported total revenues of $63.5 million, an increase of 50.7% from $42.1 million in 2010. Revenues from services and fees were $60.6 million, up from $37.0 million a year ago. Sales of goods were $2.9 million, compared to $5.1 million in the prior year.   Total operating expenses were $56.1 million, compared to $53.5 million in 2010. Operating income was $7.4 million, compared to an operating loss of $11.4 million in the prior year. Income before provision for income taxes was $2.7 million, compared to a loss before income taxes of $16.1 million during 2010. The Company recorded a provision for income taxes of $2.1 million during 2011, compared to a benefit for income taxes of $5.1 million in the same period of 2010. Net income for 2011 was $0.6 million, or $0.02 per diluted share, compared with a net loss of $11.0 million, or $(0.39) per diluted share, in the same period of 2010.  Financial Position  At December 31, 2011, the Company had $15.0 million in cash and cash equivalents. Working capital was $26.1 million at December 31, 2011. During 2011, the Company used $2.0 million in cash from operations.  Conference Call  The Company will host a conference call at 4:30 p.m. EDT on Friday, March 30, 2012, to discuss results for the fourth quarter ended December 31, 2011. To participate in the event by telephone, please dial (877) 941-1427 10 minutes prior to the start time (to allow time for registration) and use conference ID #4525808. International callers should dial (480) 629-9664. A digital replay will be available beginning March 30, 2012, at 7:30 p.m. EDT, through April 13, 2012, at 11:59 p.m. EDT. To access the replay, dial (877) 870-5176 (U.S.), and use passcode 4525808. International callers should dial (858) 384-5517 and ente r the same passcode. The call will also be broadcast over the Internet and can be accessed on the Investor Relations section of the Company's Web site at www.greatamerican.com. To listen to the webcast, please visit the site at least 15 minutes prior to the start of the call in order to register, download and install any necessary audio software. A replay of the call will also be available for 90 days on the Web site.  About Great American Group, Inc.  Great American Group, Inc. is a leading provider of asset disposition solutions and valuation and appraisal services to a wide range of retail, wholesale and industrial clients, as well as lenders, capital providers, private equity investors and professional service firms. Great American Group has offices in Atlanta, Boston, Chicago, Dallas, London, Los Angeles, New York and San Francisco. For more information, please visit www.greatamerican.com.  *Great American Group and the Eagle Design are trademarks registered in the US Patent and Trademark Office and are exclusive property of Great American Group, Inc.  Forward-Looking Statements  This press release may contain forward-looking statements by Great American Group that are not based on historical fact, including, without limitation, statements containing the words "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions and statements. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements. Such factors include those risks described from time to time in Great American Group's filings with the SEC, including, without limitation, the risks described in Great American Group's proxy statement/prospectus filed with the SEC on July 18, 2011, and its Annual Report on Form 10-K for the year ended December 31, 2010. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. All information is current as of the date this press release is issued, and Great American Group undertakes no duty to update this information.  Note Regarding Use of Non-GAAP Financial Measures  Certain of the information set forth herein, including Adjusted EBITDA, may be considered non-GAAP financial measures. Great American Group believes this information is useful to investors because it provides a basis for measuring Great American Group's performance against the contingent share earnout provisions in the AAMAC transaction. In addition, Great American Group's management uses these non-GAAP financial measures along with the most directly comparable GAAP financial measures in evaluating Great American Group's operating performance, capital resources and cash flow. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and non-financial measures as reported by Great American Group may not be comparable to similarly titled amounts reported by other companies.                                                                                                   GREAT AMERICAN GROUP, INC. AND SUBSIDIARIES                                          CONSOLIDATED BALANCE SHEETS                                            (Dollars in thousands, except par value)                                                                    December 31,  December 31,                                                       2011          2010                                                       ------------  ------------                                                                                                    Assets                                                  Current assets:                                                                Cash and cash equivalents                      $     15,034  $     20,080    Accounts receivable, net                              7,482         3,087    Advances against customer contracts                   5,276         3,063    Goods held for sale or auction                       12,934        13,504    Loan receivable                                       8,306            --    Note receivable - related parties                     3,844         5,930    Deferred income taxes                                 5,050         5,463    Prepaid expenses and other current assets             1,110         1,353                                                   ------------  ------------      Total current assets                               59,036        52,480  Property and equipment, net                               916         1,369  Goodwill                                                5,688         5,688  Other intangible assets, net                              140           221  Deferred income taxes                                   9,914        11,372  Other assets                                              664         1,144                                                   ------------  ------------      Total assets                                 $     76,358  $     72,274                                                   ============  ============   Liabilities and Stockholders' Equity (Deficit)                              Current liabilities:                                                           Accounts payable and accrued liabilities       $     13,718  $     10,631    Auction and liquidation proceeds payable                 18         1,712    Mandatorily redeemable noncontrolling                                         interests                                             3,408         2,858    Revolving credit facility                             1,942            --    Current portion of long-term debt                     1,724         1,724    Note payable                                         11,555        12,014    Current portion of capital lease obligation              29            27                                                   ------------  ------------      Total current liabilities                          32,394        28,966  Capital lease obligation, net of current portion           13            42  Long-term debt, net of current portion                 52,207        52,169                                                   ------------  ------------      Total liabilities                                  84,614        81,177                                                   ------------  ------------  Commitments and contingencies                                                Stockholders' equity (deficit):                                                Preferred stock, $0.0001 par value; 10,000,000                                shares authorized; none issued                          --            --    Common stock, $0.0001 par value; 135,000,000                                  shares authorized; 31,001,609 and 30,559,036                                 issued and outstanding as of December 31,                                    2011 and 2010, respectively                              4             4    Additional paid-in capital                            3,177         2,878    Retained earnings (deficit)                         (11,190)      (11,792)   Accumulated other comprehensive income                 (247)            7                                                   ------------  ------------      Total stockholders' equity (deficit)               (8,256)       (8,903)                                                  ------------  ------------      Total liabilities and stockholders' equity                                    (deficit)                                   $     76,358  $     72,274                                                   ============  ============                                                                                                                                                                                                                                                         GREAT AMERICAN GROUP, INC. AND SUBSIDIARIES                                     CONSOLIDATED STATEMENTS OF OPERATIONS                                                (Dollars in thousands)                                                        Three Months Ended                                                              December 31,         Year Ended December 31,                           ------------------------  ------------------------                               2011         2010         2011         2010                              -----------  -----------  -----------  -----------  Revenues:                                                                      Services and fees      $    10,480  $    10,618  $    60,627  $    37,026    Sale of goods                  887          387        2,899        5,119                           -----------  -----------  -----------  -----------      Total revenues            11,367       11,005       63,526       42,145                           -----------  -----------  -----------  -----------  Operating expenses:                                                            Direct cost of                                                                services                    3,845        4,479       19,749       15,417    Cost of goods sold           1,104          576        3,391        6,674    Selling, general and                                                          administrative              6,098        6,796       32,946       31,413                           -----------  -----------  -----------  -----------      Total operating                                                               expenses                 11,047       11,851       56,086       53,504                           -----------  -----------  -----------  -----------      Operating income                                                              (loss)                      320         (846)       7,440      (11,359) Other income (expense):                                                        Interest income                 67          188          476          522    Other income                    13           --           --           --    Loss from equity                                                              investment in Great                                                          American Real Estate,                                                        LLC                           153         (372)        (369)      (1,640)   Interest expense            (1,011)      (1,027)      (4,885)      (3,667)                          -----------  -----------  -----------  -----------      Income (loss) from                                                            operations before                                                            (provision) benefit                                                          for income taxes           (458)      (2,057)       2,662      (16,144) Benefit (provision) for                                                       income taxes                   (196)         151       (2,060)       5,106                           -----------  -----------  -----------  -----------      Net income (loss)    $      (654) $    (1,906) $       602  $   (11,038)                          ===========  ===========  ===========  ===========                                                                               Basic earnings (loss)                                                         per share               $     (0.02) $     (0.07) $      0.02  $     (0.39)                          ===========  ===========  ===========  ===========                                                                               Diluted earnings (loss)                                                       per share               $     (0.02) $     (0.07) $      0.02  $     (0.39)                          ===========  ===========  ===========  ===========                                                                               Weighted average basic                                                        shares outstanding       28,681,609   28,239,036   28,539,651   28,075,758  Weighted average diluted                                                      shares outstanding       28,681,609   28,239,036   29,408,466   28,075,758                                                                                                                                                                                                                                                             GREAT AMERICAN GROUP, LLC AND SUBSIDIARIES                                      CONSOLIDATED STATEMENT OF CASH FLOWS                                                (Dollars in thousands)                                                                               Year ended December 31,                                                    --------------------------                                                       2011          2010                                                       ------------  ------------  Cash flows from operating activities:                                          Net income (loss)                              $        602  $    (11,038)   Loss from discontinued operations                         -             -                                                   ------------  ------------    Income (loss) from continuing operations                602       (11,038)   Adjustments to reconcile net income (loss) to                                 net cash provided by (used in) operating                                     activities:                                                                   Depreciation and amortization                         981           792      Provision for (recovery of) doubtful                                          accounts                                             424            60      Impairment of goods held for sale or auction          159         1,389      Share-based payments                                  431         4,420      Effect of foreign currency on operations              (14)           21      Noncash interest expense                            1,083          (193)     Amortization of discount on note payable              609             -      Loss on equity investment in Great American                                   Real Estate, LLC                                     369         1,640      Loss on disposal of assets                              4             3      Deferred income taxes                                1,871        (5,122)     Change in fair value of mandatorily                                           redeemable noncontrolling interests                  (83)         (205)     Income allocated to mandatorily redeemable                                    noncontrolling interests                           3,934         1,806      Change in operating assets and liabilities:                                    Accounts receivable and advances against                                      customer contracts                              (7,032)       (3,524)       Income taxes receivable                               -         1,100        Goods held for sale or auction                      224           121        Loan receivable                                  (8,306)            -        Prepaid expenses and other assets                 1,093         3,222        Accounts payable and accrued expenses             3,300        (1,841)       Auction and liquidation proceeds payable         (1,694)        1,266                                                   ------------  ------------          Net cash (used in) provided by operating                                      activities                                    (2,045)       (6,083)                                                  ------------  ------------  Cash flows from investing activities:                                          Purchases of property and equipment                    (264)         (592)   Decrease (increase) in notes receivable -                                     related party                                        2,706        (5,930)   Equity investment in Great American Real                                      Estate, LLC                                         (1,202)         (949)   Proceeds from redemption of officer life                                      insurance                                                -           355    Decrease (increase) in restricted cash                    -           459                                                   ------------  ------------          Net cash provided by (used in) investing                                      activities                                     1,240        (6,657)                                                  ------------  ------------  Cash flows from financing activities:                                          Proceeds from revolving line of credit                1,942             -    Proceeds from note payable                            7,000             -    Payment of financing costs                                -          (752)   Repayment of notes payable                           (7,759)            -    Repayments of long-term debt                         (1,724)       (1,724)   Repayments of capital lease obligation                  (27)          (25)   Payment of employment taxes on vesting of                                     restricted stock                                      (132)       (1,132)   Distributions to noncontrolling interests            (3,301)       (1,522)         Net cash (used in) provided by financing                                      activities                                    (4,001)       (5,155)         Effect of foreign currency on cash               (240)          (14)                                                  ------------  ------------          Net (decrease) increase in cash and cash                                      equivalents                                   (5,046)      (17,909) Cash and cash equivalents, beginning of year           20,080        37,989                                                   ------------  ------------  Cash and cash equivalents, end of year           $     15,034  $     20,080                                                   ============  ============                                                                                                                                                                                                                                                                                              Three Months Ended                                                              December 31,                                                          --------------------------                                                       2011          2010                                                       ------------  ------------  Adjusted EBITDA Reconciliation:                                                                                                                           Net income (loss) as reported                    $       (654) $     (4,542) Adjustments:                                                                   Provision (benefit) for income taxes                    196        (4,054)   Interest expense                                      1,011         2,001    Interest income                                         (67)          (12)   Depreciation and amortization                           356           169    Share based compensation                                 --         1,965                                                   ------------  ------------      Total EBITDA adjustments                            1,496            69                                                   ------------  ------------                                                                               Adjusted EBITDA                                  $        842  $     (4,473)                                                  ============  ============                                                                                                                                                                                                               Year Ended December 31,                                                    --------------------------                                                       2011          2010                                                       ------------  ------------  Adjusted EBITDA Reconciliation:                                                                                                                           Net income (loss) as reported                    $        602  $    (11,038) Adjustments:                                                                   Provision (benefit) for income taxes                  2,060        (5,106)   Interest expense                                      4,885         3,667    Interest income                                        (476)         (522)   Depreciation and amortization                           981           792    Share based compensation                                431         4,420                                                   ------------  ------------      Total EBITDA adjustments                            7,881         3,251                                                   ------------  ------------                                                                               Adjusted EBITDA                                  $      8,483  $     (7,787)                                                  ============  ============     GAMR-F  Investor Contacts:  Great American Group  Phil Ahn SVP, Strategy & Corporate Development  818-884-3737   Addo Communications Andrew Greenebaum  310-829-5400 andrewb@addocommunications.com  or  Press Contact:  Great American Group Laura Drummond 847-444-1400 ext. 312 ldrummond@greatamerican.com     
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