0001020710false00010207102025-03-072025-03-07

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):  March 6, 2025
Commission file number 0-21513
DXP Enterprises, Inc.
(Exact name of registrant as specified in its charter)
Texas76-0509661
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)

5301 Hollister, Houston, Texas 77040 (713) 996-4700
(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 ClassTrading SymbolName of Exchange on which Registered
Common Stock par value $0.01DXPENASDAQ 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 March 6, 2025, DXP Enterprises, Inc., issued a press release announcing financial results for the fourth quarter ended December 31, 2024. 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 March 6, 2025 announcing the earnings results for the fourth quarter ended December 31, 2024.


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
By:/s/ David Molero Santos
David Molero Santos
Vice President/Finance and Chief Accounting Officer
 
Dated:March 7, 2025



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


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DXP ENTERPRISES REPORTS FOURTH QUARTER AND FISCAL 2024 RESULTS

•Fiscal 2024 sales of $1.8 billion, up 7.4 percent from fiscal 2023
•Full year GAAP diluted EPS of $4.22
•$191.3 million in adjusted earnings before interest, taxes, depreciation, amortization and other non-cash charges ("Adjusted EBITDA")
•Net income of $70.5 million versus $68.8 million in fiscal 2023
•Refinanced our Senior Secured Term Loan B raising $649.5 million and reduced borrowing costs by 100 basis points
•Repurchased 0.6 million shares for $28.8 million in fiscal 2024
•$148.4 million in cash and restricted cash
•Remediated all previously existing material weaknesses
•Completed seven acquisitions during the fiscal year

Houston, TX – March 6, 2025 – DXP Enterprises, Inc. (NASDAQ: DXPE) today announced financial results for the fourth quarter and fiscal year ended December 31, 2024. The following are results for the three and twelve months ended December 31, 2024, compared to the three and twelve months ended December 31, 2023. A reconciliation of the non-GAAP financial measures can be found in the back of this press release.

Fourth Quarter 2024 financial highlights:

•Sales were $470.9 million for the fourth quarter of 2024, compared to $407.0 million for the fourth quarter of 2023.
•Diluted earnings per share for the fourth quarter of 2024 was $1.29 based upon 16.5 million diluted shares, compared to $0.94 per share in the fourth quarter of 2023 based on 17.0 million diluted shares. Adjusted diluted earnings per shares was $1.38 per share compared to $1.12 per share for the fourth quarter of 2023.
•Adjusted earnings before interest, taxes, depreciation and amortization and other non-cash charges ("Adjusted EBITDA") for the fourth quarter of 2024 was $50.3 million compared to $41.9 million for the fourth quarter of 2023. Adjusted EBITDA as a percentage of sales was 10.7 percent and 10.3 percent, respectively.
•Free cash flow (cash flow from operating activities less capital expenditures) for the fourth quarter was $22.7 million or 46.4 percent of EBITDA.

Fiscal Year 2024 financial highlights:

•Sales increased 7.4 percent to $1.8 billion, compared to $1.7 billion for fiscal 2023.
•     Diluted earnings per share for 2024 was $4.22 based upon 16.7 million diluted shares, compared to $3.89 per share in 2023, based on 17.7 million basic shares. Adjusted diluted earnings per share was $4.51 per share compared to $4.09 per share in 2023.
•     Net income for the year increased $1.7 million to $70.5 million, compared to $68.8 million for fiscal 2023.
•    Adjusted EBITDA for 2024 was $191.3 million compared to $174.3 million for 2023. Adjusted EBITDA as a percentage of sales was 10.6 percent and 10.4 percent, respectively.
•     Free cash flow for fiscal 2024 was $77.1 million or 42.3 percent of EBITDA compared to $94.0 million in fiscal 2023.







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Business segment financial highlights:
•Service Centers’ revenue for the fiscal year was $1.2 billion, an increase of 1.9 percent year-over-year with a 14.3 percent operating income margin.
•Innovative Pumping Solutions’ revenue for the fiscal year was $323.0 million, an increase of 47.7 percent year over year with an 16.6 percent operating income margin.
•Supply Chain Services’ revenue for the fiscal year was $256.4 million, a decrease of 1.5 percent year-over-year with a 8.5 percent operating margin.
David R. Little, Chairman and Chief Executive Officer commented, "Fiscal 2024 was another great year for DXP. DXPeople drove fourth quarter results, with strong performance or year-over-year growth across all business segments. Broad based business strength across the business helped us deliver 7.4 percent revenue growth on a year-over-year basis. This growth has fueled good momentum going into 2025. DXP’s Innovative Pumping Solutions sales were up 47.7 percent to $323.0 million, followed by Service Centers sales growing 1.9 percent to $1.2 billion and Supply Chain Services sales declining 1.5 percent to $256.4 million. Congratulations to all of our DXPeople for their hard work and efforts to serve our customers."

Mr. Little continued, "The sales momentum from the fourth quarter accompanied by our backlogs continues to position us for success as we move into 2025. Additionally, we strengthened our balance sheet in the fourth quarter, similar to this time last year, raising a new Term Loan B which put an incremental $105 million in cash on the balance sheet. DXP’s balanced end markets, and our ability to continue to execute on acquisitions have set the stage for 2025. We see positive dynamics in our traditional end markets like oil & gas, as well as positive outlooks for end markets like water & wastewater. As a result of our strategies and our focus on managing our businesses for both the near- and long-term, we are differentiating ourselves from competitors, leveraging a broad set of assets to drive attractive returns and further advance our goals. DXP’s strategy to grow our core rotating equipment business and capabilities and expand into other highly engineered or value-added solutions for our customers, continues to deliver strong results. Over the last three years, DXP has generated an average annual return on equity of 16.5 percent and has returned approximately $118.7 million to its shareholders through share repurchases. We are confident our growth strategy, coupled with a continued focus on improving margins and maintaining operational discipline, and our evolving capital allocation model will drive shareholder value."

Kent Yee, Chief Financial Officer commented, "DXP completed an outstanding fiscal 2024, with strong underlying sales growth, operating leverage, earnings per share and free cash flow generation. The DXP team delivered a strong finish to Fiscal 2024, which represents the most profitable year in our Company’s history. Fiscal 2024 financial performance continues to reflect the execution of our end market diversification efforts, our plans to grow both organically and through acquisitions, and continuous improvement in our operations and efficiency. Total sales and adjusted EBITDA grew 7.4 percent and 9.8 percent, respectively. Our fiscal 2024 diluted earnings per share was $4.22. We are pleased with the fourth quarter, and year-end results. Once again, we positioned our balance sheet in the fourth quarter to support our growth plans in 2025. DXP ended the year with $148.4 million in cash on the balance sheet and net debt of $500.6 million. DXP’s secured leverage ratio or net debt to EBITDA was 2.4:1.0 with a covenant EBITDA of $206.2 million for fiscal 2024. We remain optimistic that DXP’s best days are ahead of us. With our strong balance sheet and broad product offering and solution, we believe DXP is unparalleled with respect to its ability to leverage these market drivers for continued growth. We expect to drive both organic and acquisition driven growth while driving shareholder and stakeholder value."

Non-GAAP Financial Measures

DXP supplements reporting of net income with non-GAAP measurements, including EBITDA, adjusted EBITDA, free cash flow, Adjusted Net Income attributable to DXP Enterprises, Inc., 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, free cash flow and Adjusted Net Income attributable to DXP Enterprises, Inc. 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.

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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, Mexico and the U.A.E. 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 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; 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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DXP ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
($ thousands, except per share amounts)
Three Months Ended December 31,Twelve Months Ended December 31,
2024202320242023
Sales$470,914 $407,044 $1,802,040 $1,678,600 
Cost of sales322,422 284,208 1,245,763 1,173,309 
Gross profit148,492 122,836 556,277 505,291 
Selling, general and administrative expenses109,201 92,849 410,895 366,569 
Income from operations39,291 29,987 145,382 138,722 
Interest expense17,283 17,078 63,927 53,146 
Other income, net
(673)(1,877)(3,517)(1,355)
Income before income taxes22,681 14,786 84,972 86,931 
Provision for income taxes1,318 (1,220)14,483 18,119 
Net income21,363 16,006 70,489 68,812 
Preferred stock dividend22 23 90 90 
Net income attributable to common shareholders$21,341 $15,983 $70,399 $68,722 
Net income$21,363 $16,006 $70,489 $68,812 
Foreign currency translation adjustments(2,229)522 (2,370)435 
Comprehensive income$19,134 $16,528 $68,119 $69,247 
Earnings per share:
    Basic$1.36 $0.99 $4.44 $4.07 
    Diluted $1.29 $0.94 $4.22 $3.89 
Weighted average common shares outstanding:
    Basic15,695 16,177 15,861 16,870 
    Diluted16,535 17,017 16,701 17,710 












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DXP ENTERPRISES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED BALANCE SHEETS
($ thousands, except share amounts)
 December 31, 2024December 31, 2023
ASSETS  
Current assets:  
Cash$148,320 $173,120 
Restricted cash91 91 
Accounts receivable, net of allowance of $5,172 and $5,584, respectively339,365 311,171 
Inventories103,113 103,805 
Costs and estimated profits in excess of billings50,735 42,323 
Prepaid expenses and other current assets20,250 18,044 
Total current assets661,874 648,554 
Property and equipment, net81,556 61,618 
Goodwill452,343 343,991 
Other intangible assets, net85,679 63,895 
Operating lease right of use assets, net46,569 48,729 
Other long-term assets21,473 10,649 
Total assets$1,349,494 $1,177,436 
LIABILITIES AND EQUITY 
Current liabilities: 
Current maturities of debt$6,595 $5,500 
Trade accounts payable103,728 96,469 
Accrued wages and benefits41,650 36,238 
Customer advances13,655 12,160 
Billings in excess of costs and estimated profits 12,662 9,506 
Short-term operating lease liabilities14,921 15,438 
Other current liabilities50,773 48,854 
Total current liabilities243,984 224,165 
Long-term debt, net of unamortized debt issuance costs and discounts621,684 520,697 
Long-term operating lease liabilities33,159 34,336 
Other long-term liabilities27,879 17,359 
Total long-term liabilities682,722 572,392 
Total liabilities926,706 796,557 
Shareholders' Equity: 
Series A preferred stock, $1.00 par value; 1,000,000 shares authorized1 1 
Series B preferred stock, $1.00 par value; 1,000,000 shares authorized15 15 
Common stock, $0.01 par value, 100,000,000 shares authorized; 20,402,861 issued and 15,695,088 outstanding at December 31, 2024 and 20,319,226 issued and 16,177,237 outstanding at December 31, 2023204 345 
Additional paid-in capital219,511 216,482 
Retained earnings389,670 319,271 
Accumulated other comprehensive loss(33,610)(31,240)
Treasury stock, at cost 4,707,773 and 4,141,989 shares, respectively(153,003)(123,995)
Total DXP Enterprises, Inc. equity422,788 380,879 
Total liabilities and equity$1,349,494 $1,177,436 

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SEGMENT DATA
($ thousands, unaudited)
Three Months Ended December 31,Twelve Months Ended December 31,
Sales2024
2023(1)
2024
2023(1)
Service Centers$310,816 $285,423 $1,222,599 $1,199,501 
Innovative Pumping Solutions97,609 60,291 323,026 218,731 
Supply Chain Services62,489 61,330 256,415 260,368 
Total DXP Sales$470,914 $407,044 $1,802,040 $1,678,600 
Three Months Ended December 31,Twelve Months Ended December 31,
Operating Income2024
2023(1)
2024
2023(1)
Service Centers$44,666 $37,546 $174,995 $172,095 
Innovative Pumping Solutions15,193 8,592 53,736 35,147 
Supply Chain Services5,089 5,004 21,742 21,522 
Total segment operating income$64,948 $51,142 $250,473 $228,764 
(1) Prior period segment disclosures have been recast


RECONCILIATION OF OPERATING INCOME FOR REPORTABLE SEGMENTS
($ thousands, unaudited)

Three Months Ended December 31,Twelve Months Ended December 31,
2024202320242023
Income from operations for reportable segments
$64,948 $51,142 $250,473 $228,764 
Adjustment for:
Amortization of intangibles(1)
5,494 3,025 19,827 18,231 
Corporate expenses, net
20,163 18,130 85,264 71,811 
Income from operations
$39,291 $29,987 $145,382 $138,722 
Interest expense17,283 17,078 63,927 53,146 
Other (income) expense, net(673)(1,877)(3,517)(1,355)
Income before income taxes$22,681 $14,786 $84,972 $86,931 
(1) Amortization of intangible assets is recorded at the corporate level.


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RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
($ thousands, unaudited)

The following table is a reconciliation of EBITDA, EBITDA Margin, Adjusted EBITDA and Adjusted EBITDA Margin to the most comparable U.S. GAAP financial measure (in thousands):
Three Months Ended December 31,Twelve Months Ended December 31,
2024202320242023
Income before income taxes
$22,681 $14,786 $84,972 $86,931 
Plus: Interest expense
17,283 17,078 63,927 53,146 
Plus: Depreciation and amortization
9,020 8,637 33,405 30,105 
EBITDA$48,984 $40,501 $182,304 $170,182 
Plus: other non-recurring items(1)
— 500 4,292 1,051 
Plus: stock compensation expense1,316 861 4,714 3,072 
Adjusted EBITDA$50,300 $41,862 $191,310 $174,305 
Operating Income Margin
8.3 %7.4 %8.1 %8.3 %
EBITDA Margin
10.4 %10.0 %10.1 %10.1 %
Adjusted EBITDA Margin
10.7 %10.3 %10.6 %10.4 %
(1) Other non-recurring items includes unique acquisition integration costs and other non-cash, non-recurring costs not related to continuing business operations.

The following table sets forth the reconciliation of Acquisition Sales, Organic Sales and Organic Sales per Business Day to the most comparable U.S. GAAP financial measure (in thousands):

Three Months Ended December 31,Twelve Months Ended December 31,
2024
2023(1)
2024
2023(1)
Sales by Business Segment
Service Centers$310,816 $285,423 $1,222,599 $1,199,501 
Innovative Pumping Solutions97,609 60,291 323,026 218,731 
Supply Chain Services62,489 61,330 256,415 260,368 
Total DXP Sales$470,914 $407,044 $1,802,040 $1,678,600 
Acquisition Sales$34,787 $2,812 $98,500 $33,078 
Organic Sales$436,127 $404,232 $1,703,540 $1,645,522 
Business Days6261253252
Sales per Business Day$7,595 $6,673 $7,123 $6,661 
Organic Sales per Business Day$7,034 $6,627 $6,733 $6,530 
(1) Prior period segment disclosures have been recast.

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RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION CONTINUED
($ thousands, unaudited)

The following table sets forth a reconciliation of Free Cash Flow to the most comparable U.S. GAAP financial measure (in thousands):

Three Months Ended December 31,Twelve Months Ended December 31,
2024202320242023
Net cash from operating activities$32,143 $42,447 $102,211 $106,222 
Less: purchases of property and equipment, net(9,395)(5,160)(25,068)(12,263)
Free Cash Flow$22,748 $37,287 $77,143 $93,959 
The following table is a reconciliation of adjusted net income attributable to DXP Enterprises, Inc., a non-GAAP financial measure, to net income, calculated and reported in accordance with U.S. GAAP (in thousands):

Three Months Ended December 31,Twelve Months Ended December 31,
2024202320242023
Net Income
$21,363 $16,006 $70,489 $68,812 
One-time debt financing costs1,623 1,981 1,623 1,981 
Other non-cash items
— 500 4,292 1,051 
Adjustment for taxes
(101)(517)(1,008)(632)
Adjusted Net Income
$22,885 $17,970 $75,396 $71,212 
Weighted average common shares and common equivalent shares outstanding
Diluted16,535 17,017 16,701 17,710 
Diluted Earnings per Share $1.29 $0.94 $4.22 $3.89 
Adjusted Diluted Earnings per Share$1.38 $1.12 $4.51 $4.09 

Page 8
v3.25.0.1
Cover Page
Mar. 07, 2025
Cover [Abstract]  
Document Type 8-K
Entity File Number 0-21513
Entity Registrant Name DXP Enterprises, Inc.
Entity Incorporation, State or Country Code TX
Entity Tax Identification Number 76-0509661
Entity Address, Address Line One 5301 Hollister
Entity Address, City or Town Houston
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77040
City Area Code 713
Local Phone Number 996-4700
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock par value $0.01
Trading Symbol DXPE
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001020710
Amendment Flag false
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