Superior Group of Companies, Inc. filed an 8-K on November 2, 2026, disclosing that two of its Contact Centers segment subsidiaries entered into an Asset and Share Purchase Agreement on October 28, 2026, to acquire call center and business process outsourcing provider EBUS, Inc. and SVCPH, Inc. for a combination of cash and potential earn-out payments.

Key Highlights

  • Acquisition completed October 28, 2026: Two subsidiaries of Superior Group of Companies, collectively referred to as TOG, purchased all issued and outstanding capital stock of SVCPH and substantially all assets of EBUS on the Effective Date.
  • Cash consideration of approximately $26.9 million: The purchase price included approximately $26.9 million in cash, subject to adjustments for working capital, seller's expenses, and indebtedness, with a portion placed in escrow for potential indemnification claims.
  • Earn-out of up to approximately $6.4 million: A potential maximum earn-out payment of approximately $6.4 million, tied to revenue, would be payable over the two-year period following the Effective Date.
  • Funded by credit facility: The transaction was funded through borrowings under the company's syndicated credit facility led by PNC Bank, National Association.
  • Indemnification cap set at $6.4 million: The Target Group's shareholders' indemnification obligations are generally subject to a cap of $6.4 million, with no cap for certain matters including fraud and breaches of fundamental representations.
  • Philippine regulatory requirement pending: The transfer of the SVCPH Shares remains subject to certain customary post-closing requirements under Philippine law.

Superior Group's Contact Centers Segment Adds BPO Assets via EBUS and SVCPH Purchase

According to the 8-K filing, two subsidiaries within Superior Group of Companies' Contact Centers segment, collectively referred to as "TOG," entered into an Asset and Share Purchase Agreement on October 28, 2026, with EBUS, Inc., a Delaware corporation, and SVCPH, Inc., a Philippine corporation. The filing described the Target Group as operating "a call center and business process outsourcing provider" that "owns all of the assets used in the operation of such business." TOG assumed certain liabilities of EBUS as part of the transaction.

The filing disclosed that the total purchase price consisted of two components: approximately $26.9 million in cash, inclusive of adjustments for working capital, seller's expenses, and indebtedness, and a potential maximum earn-out of approximately $6.4 million. The earn-out is tied to revenue and would be payable over the two-year period following October 28, 2026. A portion of the cash consideration was placed in escrow to cover potential indemnification claims and post-closing expenses. The transaction was funded through borrowings under the company's syndicated credit facility led by PNC Bank, National Association.

The Purchase Agreement includes representations, warranties, covenants, and indemnification provisions that the filing described as "believed to be customary for transactions of this type." The Target Group's shareholders' indemnification obligations generally apply only to liabilities above certain thresholds and are subject to a $6.4 million cap, with exceptions for fraud and breaches of fundamental representations. The company noted that the full text of the Purchase Agreement is expected to be filed as an exhibit to its annual report on Form 10-K for the year ending December 31, 2026. The filing is on NASDAQ:SGC.

What Was Disclosed

Superior Group of Companies disclosed the October 28, 2026 acquisition of EBUS, Inc. and SVCPH, Inc. by its Contact Centers subsidiaries, for approximately $26.9 million in cash plus a potential earn-out of up to approximately $6.4 million, funded by its PNC Bank-led credit facility.