8-K
DXP ENTERPRISES INC (DXPE)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): May 12, 2023
Commission file number 0-21513
DXP Enterprises, Inc.
(Exact name of registrant as specified in its charter)
| Texas | 76-0509661 | |||
|---|---|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) | |||
| 5301 Hollister | (713) | 996-4700 | ||
| --- | --- | --- | --- | --- |
| Houston, | Texas | 77040 | ||
| (Address of principal executive offices) | (Registrant’s telephone number, including area code) |
_________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of Each Class | Trading Symbol | Name of Exchange on which Registered |
|---|---|---|
| Common Stock par value $0.01 | DXPE | NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ⃞
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following information is furnished pursuant to Regulation FD.
On May 12, 2023, DXP Enterprises, Inc., issued a press release announcing financial results for the first quarter ended March 31, 2023. A copy of the release is furnished herewith as Exhibit 99.1, and incorporated herein by reference. Such exhibit (i) is furnished pursuant to Item 2.02 of Form 8-K, (ii) is not to be considered "filed" under the Securities Exchange Act of 1934, as amended (the "Exchange Act") and (iii) shall not be incorporated by reference into any previous or future filings made by or to be made by the Company with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
99.1 Press Release dated May 12, 2023 announcing the earnings results for the first quarter ended March 31, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DXP ENTERPRISES, INC. | |
|---|---|
| (Registrant) | |
| By: | /s/ Kent Yee |
| Kent Yee | |
| Senior Vice President/Finance and Chief Financial Officer | |
| Dated: | May 12, 2023 |
INDEX TO EXHIBITS
Introductory Note: The following exhibit is furnished pursuant to Item 2.02 of Form 8-K and is not to be considered “filed” under the Exchange Act and shall not be incorporated by reference into any of the Company’s previous or future filings under the Securities Act or the Exchange Act.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated May 12, 2023 announcing the earnings results for the first quarter ended March 31, 2023 |
Document
| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS |
|---|
DXP ENTERPRISES, INC. REPORTS FIRST QUARTER 2023 RESULTS
•$58.3 million in cash
•$424.3 million in sales, a 4.4 percent sequential and 32.8 percent year-over-year increase
•Net income of $17.6 million versus $12.6 million compared to Q1 2022
•GAAP diluted EPS of $0.95
•$43.1 million in earnings before interest, taxes, depreciation & amortization and other non-cash charges ("Adjusted EBITDA")
•Free cash flow of $22.6 million
Houston, TX – May 11, 2023 – DXP Enterprises, Inc. (NASDAQ: DXPE) today announced financial results for the first quarter ended March 31, 2023. The following are results for the three months ended March 31, 2023, compared to the three months ended March 31, 2022. A reconciliation of the non-GAAP financial measures can be found in the back of this press release.
First Quarter 2023 financial highlights:
•Sales increased 32.8 percent to $424.3 million, compared to $319.4 million for the first quarter of 2022 and 4.4 percent compared to the fourth quarter of 2022.
•Earnings per diluted share for the first quarter were $0.95 based upon 18.4 million diluted shares, compared to earnings of $0.65 per share in the first quarter of March 31, 2022, based on 19.4 million diluted shares.
•Net income for the first quarter was $17.6 million, compared to $12.6 million for the corresponding prior-year period.
•Adjusted earnings before interest, taxes, depreciation and amortization and other non-cash charges (Adjusted EBITDA) for the first quarter of 2023 was $43.1 million compared to $28.3 million for the first quarter of 2022. Adjusted EBITDA as a percentage of sales was 10.2 percent and 8.8 percent, respectively.
•Free cash flow (cash flow from operating activities less capital expenditures) for the first quarter of 2023 was $22.6 million compared to $1.9 million for the first quarter of 2022.
“The DXPeople continue to perform well and set new highs amidst solid demand in an ever-changing environment. All three segments delivered strong growth and good margins, while we continue to invest in our growth strategies and continue to be customer driven experts,” commented David R. Little, Chairman and CEO.
“While managing the slowing pace of inflation and other market challenges, overall, we are off to a great start to the year, and we feel good about the outlook for 2023. With our strong, growing DXPeople, a robust acquisition pipeline, and a drive to continue to create value for all our stakeholders, we are confident in our ability to drive exceptional performance and growth in years to come. DXP’s first quarter 2023 sales were a record $424.3 million, or a 32.8 percent increase year-over-year and a 4.4 percent increase over the fourth quarter. Sales were $295.2 million for Service Centers, $62.0 million for Innovative Pumping Solutions and $67.0 million for Supply Chain Services.”
David R. Little, finally remarked, “Thanks to solid execution by our employees, DXP posted strong record sales results and adjusted EBITDA for our first quarter of 2023. The DXP team continues to improve and execute well in a challenging and inconsistent market environment. Profitable growth remains a primary focus, including M&A opportunities and organic initiatives, as we position DXP to deliver and drive increased shareholder value. Thank you to all our customers and DXPeople."
Kent Yee, CFO, remarked, “Our first quarter sales and adjusted EBITDA established another set of new high watermarks for DXP. Our first quarter year-over-year and sequential financial results continue to reflect the growth we have been experiencing over the last ten quarters and reflect our financial goals to grow organically and through acquisitions. We have diversified our end markets and business model exposure. Our acquisitions continued to perform well, contributing strongly to our overall sales and Adjusted EBITDA growth for the quarter. We remain very confident in our tremendous team, our balanced business, a strong balance sheet, and our ability to continue building and strengthening DXP through key initiatives and acquisitions. We expect to continue delivering exceptional performance and growth in the years ahead. Total debt outstanding as of March 31, 2023, was $427.0 million. DXP's secured leverage ratio or net debt to EBITDA ratio was 2.52:1.0 with a covenant EBITDA of $146.4 million for the last twelve months ending March 31, 2023. We expect to find ways to continue the momentum through fiscal 2023.”
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| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS |
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Non-GAAP Financial Measures
DXP supplements reporting of net income with non-GAAP measurements, including EBITDA, Adjusted EBITDA, free cash flow, non-GAAP net income and net debt. This supplemental information should not be considered in isolation or as a substitute for the unaudited GAAP measurements. Additional information regarding EBITDA, Adjusted EBITDA, free cash flow and non-GAAP net income referred to in this press release are included below under "Unaudited Reconciliation of Non-GAAP Financial Information".
The Company believes EBITDA provides additional information about: (i) operating performance, because it assists in comparing the operating performance of the business, as it removes the impact of non-cash depreciation and amortization expense as well as items not directly resulting from core operations such as interest expense and income taxes and (ii) the performance and the effectiveness of operational strategies. Additionally, EBITDA performance is a component of a measure of the Company’s financial covenants under its credit facility. Furthermore, some investors use EBITDA as a supplemental measure to evaluate the overall operating performance of companies in the industry. Management believes that some investors’ understanding of performance is enhanced by including this non-GAAP financial measure as a reasonable basis for comparing ongoing results of operations. By providing this non-GAAP financial measure, together with a reconciliation from net income, the Company believes it is enhancing investors’ understanding of the business and results of operations, as well as assisting investors in evaluating how well the Company is executing strategic initiatives. Free Cash Flow reconciles to the most directly comparable GAAP financial measure of cash flows from operations as provided below. We believe Free Cash Flow is an important liquidity metric because it measures, during a given period, the amount of cash generated that is available to fund acquisitions, make investments, repay debt obligations, repurchase company shares, and for certain other activities.
About DXP Enterprises, Inc.
DXP Enterprises, Inc. is a leading products and service distributor that adds value and total cost savings solutions to industrial customers throughout the United States, Canada and Dubai. DXP provides innovative pumping solutions, supply chain services and maintenance, repair, operating and production ("MROP") services that emphasize and utilize DXP’s vast product knowledge and technical expertise in rotating equipment, bearings, power transmission, metal working, industrial supplies and safety products and services. DXP's breadth of MROP products and service solutions allows DXP to be flexible and customer-driven, creating competitive advantages for our customers. DXP’s business segments include Service Centers, Innovative Pumping Solutions and Supply Chain Services. For more information, go to www.dxpe.com.
The Private Securities Litigation Reform Act of 1995 provides a “safe-harbor” for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made by or to be made by the Company) contains statements that are forward-looking. These forward-looking statements include without limitation those about the Company’s expectations regarding the impact of the COVID-19 pandemic and the impact of low commodity prices of oil and gas; the Company's expectations regarding the filing of the Form 10-Q; the description of the anticipated changes in the Company's consolidated balance sheet and the results of operations and the Company's assessment of the impact of such anticipated changes; the Company’s business, the Company’s future profitability, cash flow, liquidity, and growth. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future; and accordingly, such results may differ from those expressed in any forward-looking statement made by or on behalf of the Company. These risks and uncertainties include, but are not limited to; decreases in oil and natural gas prices; decreases in oil and natural gas industry expenditure levels, which may result from decreased oil and natural gas prices or other factors; inability of the Company or its independent auditors to complete the work necessary in order to file the Form 10-Q, in the expected time frame; unanticipated changes to the Company's operating results in the Form 10-Q as filed or in relation to prior periods, including as compared to the anticipated changes stated here; unanticipated impact of such changes and its materiality; ability to obtain needed capital, dependence on existing management, leverage and debt service, domestic or global economic conditions, economic risks related to the impact of COVID-19, ability to manage changes and the continued health or availability of management personnel and changes in customer preferences and attitudes. In some cases, you can identify forward-looking statements by terminology such as, but not limited to, “may,” “will,” “should,” “intend,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “goal,” or “continue” or the negative of such terms or other comparable terminology. For more information, review the Company’s filings with the Securities and Exchange Commission. More information on these risks and other potential factors that could affect the Company’s business and financial results is included in the Company’s filings with the SEC, including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.
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| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS | |||
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| DXP ENTERPRISES, INC. AND SUBSIDIARIESUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS( thousands, except for share and per share amounts) | |||
| --- | --- | --- | --- |
| 2022 | |||
| Sales | 424,267 | $ | 319,411 |
| Cost of sales | 224,527 | ||
| Gross profit | 94,884 | ||
| Selling, general and administrative expenses | 73,325 | ||
| Operating income | 21,559 | ||
| Other (income) loss | 536 | ||
| Interest expense | 5,162 | ||
| Income before income taxes | 15,861 | ||
| Provision for income taxes | 3,332 | ||
| Net income | 12,529 | ||
| Net (loss) attributable to NCI* | (113) | ||
| Net income attributable to DXP Enterprises, Inc. | 12,642 | ||
| Preferred stock dividend | 23 | ||
| Net income attributable to common shareholders | 17,557 | $ | 12,619 |
| Diluted earnings per share attributable to DXP Enterprises, Inc. | 0.95 | $ | 0.65 |
| Weighted average common shares and common equivalent shares outstanding | 19,374 | ||
| *NCI represents non-controlling interest |
All values are in US Dollars.
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| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS |
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Business segment financial highlights:
•Service Centers’ revenue for the first quarter was $295.2 million, a 5.7 percent sequential increase and an increase of 34.9 percent year-over-year with a 15.1 percent operating income margin.
•Innovative Pumping Solutions’ revenue for the first quarter was $62.0 million, a sequential decrease of 1.3 percent and an increase of 16.9 percent year-over-year with a 16.6 percent operating income margin.
•Supply Chain Services’ revenue for the first quarter was $67.0 million, a 2.0 percent sequential increase and an increase of 41.0 percent year-over-year with a 8.2 percent operating income margin.
SEGMENT DATA
($ thousands, unaudited)
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| Sales | 2023 | 2022 | ||
| Service Centers | $ | 295,226 | $ | 218,797 |
| Innovative Pumping Solutions | 61,998 | 53,058 | ||
| Supply Chain Services | 67,043 | 47,556 | ||
| Total DXP Sales | $ | 424,267 | $ | 319,411 |
| Three Months Ended March 31, | ||||
| Operating Income | 2023 | 2022 | ||
| Service Centers | $ | 44,705 | $ | 27,351 |
| Innovative Pumping Solutions | 10,305 | 7,069 | ||
| Supply Chain Services | 5,514 | 4,020 | ||
| Total segments operating income | $ | 60,524 | $ | 38,440 |
Reconciliation of Operating Income for Reportable Segments
($ thousands, unaudited)
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Operating income for reportable segments | $ | 60,524 | $ | 38,440 |
| Adjustment for: | ||||
| Amortization of intangibles | 4,758 | 4,235 | ||
| Corporate expenses | 20,367 | 12,646 | ||
| Total operating income | $ | 35,399 | $ | 21,559 |
| Interest expense | 11,521 | 5,162 | ||
| Other (income) loss | (469) | 536 | ||
| Income before income taxes | $ | 24,347 | $ | 15,861 |
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| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS |
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Unaudited Reconciliation of Non-GAAP Financial Information
($ thousands)
The following table is a reconciliation of EBITDA and Adjusted EBITDA, non-GAAP financial measures, to income before taxes, calculated and reported in accordance with U.S. GAAP.
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Income before income taxes | $ | 24,347 | $ | 15,861 |
| Plus: interest expense | 11,521 | 5,162 | ||
| Plus: depreciation and amortization | 6,782 | 6,752 | ||
| EBITDA | $ | 42,650 | $ | 27,775 |
| Plus: NCI income (loss) before tax* | $ | — | $ | 113 |
| Plus: stock compensation expense | 476 | 370 | ||
| Adjusted EBITDA | $ | 43,126 | $ | 28,258 |
| * NCI represents non-controlling interest |
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| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS |
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DXP ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
($ thousands)
| March 31, 2023 | December 31, 2022 | |||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets: | ||||
| Cash | $ | 58,282 | $ | 46,026 |
| Restricted cash | 91 | 91 | ||
| Accounts receivable, net of allowances for doubtful accounts | 311,387 | 320,880 | ||
| Inventories | 109,403 | 101,392 | ||
| Costs and estimated profits in excess of billings | 41,967 | 23,588 | ||
| Prepaid expenses and other current assets | 17,238 | 21,644 | ||
| Income taxes receivable | 972 | 2,493 | ||
| Total current assets | $ | 539,340 | $ | 516,114 |
| Property and equipment, net | 47,754 | 45,964 | ||
| Goodwill | 333,816 | 333,759 | ||
| Other intangible assets, net of accumulated amortization | 74,830 | 79,585 | ||
| Operating lease right-of-use assets | 52,353 | 57,402 | ||
| Other long-term assets | 5,068 | 4,456 | ||
| Total assets | $ | 1,053,161 | $ | 1,037,280 |
| LIABILITIES AND EQUITY | ||||
| Current liabilities: | ||||
| Current maturities of debt | $ | 4,369 | $ | 4,369 |
| Trade accounts payable | 106,320 | 100,784 | ||
| Accrued wages and benefits | 26,617 | 26,260 | ||
| Customer advances | 14,507 | 20,128 | ||
| Billings in excess of costs and estimated profits | 10,183 | 10,411 | ||
| Federal income taxes payable | 6,266 | — | ||
| Current-portion operating lease liabilities | 17,698 | 18,083 | ||
| Other current liabilities | 38,795 | 32,866 | ||
| Total current liabilities | $ | 224,755 | $ | 212,901 |
| Long-term debt, less unamortized debt issuance costs | 408,755 | 409,205 | ||
| Long-term operating lease liabilities | 38,507 | 40,189 | ||
| Other long-term liabilities | 4,770 | 4,701 | ||
| Deferred income taxes | 2,090 | 4,892 | ||
| Total long-term liabilities | $ | 454,122 | $ | 458,987 |
| Total Liabilities | $ | 678,877 | $ | 671,888 |
| Equity: | ||||
| Total DXP Enterprises, Inc. equity | 374,284 | 365,392 | ||
| Total liabilities and equity | $ | 1,053,161 | $ | 1,037,280 |
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| NEWS RELEASE<br><br>CONTACT: Kent Yee<br><br>Senior Vice President, CFO<br><br>www.dxpe.com<br><br>THE INDUSTRIAL DISTRIBUTION EXPERTS |
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Unaudited Reconciliation of Non-GAAP Financial Information
($ thousands)
The following table is a reconciliation of free cash flow, a non-GAAP financial measure, to cash flow from operating activities, calculated and reported in accordance with U.S. GAAP.
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Net cash from operating activities | $ | 26,449 | $ | 2,680 |
| Less: purchases of property and equipment | (3,804) | (740) | ||
| Free cash flow | $ | 22,645 | $ | 1,940 |
Note: Supplemental non-cash items include share repurchases which have been excluded.
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