Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 07, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | DXP ENTERPRISES INC | |
Entity Central Index Key | 1,020,710 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 17,373,651 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash | $ 12,646 | $ 22,047 |
Restricted cash | 399 | 3,532 |
Trade accounts receivable, net of allowance for doubtful accounts of $10,172 in 2018 and $9,015 in 2017 | 168,176 | 167,272 |
Inventories | 103,194 | 91,413 |
Costs and estimated profits in excess of billings on uncompleted contracts | 35,534 | 26,915 |
Prepaid expenses and other current assets | 4,580 | 5,296 |
Federal income taxes recoverable | 2,269 | 1,440 |
Total current assets | 326,798 | 317,915 |
Property and equipment, net | 52,257 | 53,337 |
Goodwill | 194,074 | 187,591 |
Other intangible assets, net of accumulated amortization of $89,002 in 2018 and $84,624 in 2017 | 80,037 | 78,525 |
Other long-term assets | 1,707 | 1,715 |
Total assets | 654,873 | 639,083 |
Current liabilities: | ||
Current maturities of long-term debt | 3,387 | 3,381 |
Trade accounts payable | 90,930 | 80,303 |
Accrued wages and benefits | 14,411 | 18,483 |
Customer advances | 2,718 | 2,189 |
Billings in excess of costs and estimated profits on uncompleted contracts | 4,156 | 4,249 |
Other current liabilities | 18,421 | 16,220 |
Total current liabilities | 134,023 | 124,825 |
Long-term debt, less current maturities and unamortized debt issuance costs | 238,217 | 238,643 |
Deferred income taxes | 8,429 | 7,069 |
Total long-term liabilities | 246,646 | 245,712 |
Total liabilities | 380,669 | 370,537 |
Commitments and contingencies (Note 13) | ||
Equity: | ||
Common stock, $0.01 par value, 100,000,000 shares authorized; 17,354,300 at March 31, 2018 and 17,315,573 at December 31, 2017 shares issued | 173 | 174 |
Additional paid-in capital | 154,663 | 153,087 |
Retained earnings | 138,710 | 134,193 |
Accumulated other comprehensive loss | (19,868) | (19,491) |
Total DXP Enterprises, Inc. equity | 273,694 | 267,979 |
Noncontrolling interest | 510 | 567 |
Total equity | 274,204 | 268,546 |
Total liabilities and equity | 654,873 | 639,083 |
Series A Preferred Stock [Member] | ||
Equity: | ||
Preferred stock | 1 | 1 |
Series B Convertible Preferred Stock [Member] | ||
Equity: | ||
Preferred stock | $ 15 | $ 15 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2016 | Dec. 31, 2017 | |
Current assets: | |||
Trade accounts receivable, allowance for doubtful accounts | $ 10,172 | $ 9,015 | |
Other intangible assets accumulated amortization | $ 89,002 | $ 84,624 | |
Equity: | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |
Common stock shares issued (in shares) | 17,354,300 | 17,315,573 | |
Series A Preferred Stock [Member] | |||
Equity: | |||
Preferred stock, voting rights | 1/10th vote per share | 1/10th vote per share | |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | |
Preferred stock, liquidation preference (in dollars per share) | 100 | 100 | |
Preferred stock, stated value (in dollars per share) | $ 112 | $ 112 | |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 | |
Preferred stock, issued (in shares) | 1,122 | 1,122 | |
Preferred stock, outstanding (in shares) | 1,122 | 1,122 | |
Series B Convertible Preferred Stock [Member] | |||
Equity: | |||
Preferred stock, voting rights | 1/10th vote per share | 1/10th vote per share | |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | |
Preferred stock, liquidation preference (in dollars per share) | 1,500 | 1,500 | |
Preferred stock, stated value (in dollars per share) | $ 100 | $ 100 | |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 | |
Preferred stock, issued (in shares) | 15,000 | 15,000 | |
Preferred stock, outstanding (in shares) | 15,000 | 15,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE OPERATIONS (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE OPERATIONS (unaudited) [Abstract] | ||
Sales | $ 285,936 | $ 238,527 |
Cost of sales | 209,491 | 174,012 |
Gross profit | 76,445 | 64,515 |
Selling, general and administrative expenses | 65,296 | 56,279 |
Income from operations | 11,149 | 8,236 |
Other income, net | (22) | (228) |
Interest expense | 5,041 | 3,653 |
Income before provision for income taxes | 6,130 | 4,811 |
Provision for income taxes | 1,636 | 1,817 |
Net income | 4,494 | 2,994 |
Net loss attributable to noncontrolling interest | (57) | (139) |
Net income attributable to DXP Enterprises, Inc. | 4,551 | 3,133 |
Preferred stock dividend | 23 | 23 |
Net income attributable to common shareholders | 4,528 | 3,110 |
Net income | 4,494 | 2,994 |
Foreign currency translation adjustment | (377) | (2,320) |
Comprehensive income | $ 4,117 | $ 674 |
Basic earnings per share attributable to DXP Enterprises, Inc. (in dollars per share) | $ 0.25 | $ 0.18 |
Weighted average common shares outstanding (in shares) | 17,901 | 17,409 |
Diluted earnings per share attributable to DXP Enterprises, Inc. (in dollars per share) | $ 0.24 | $ 0.17 |
Weighted average common shares and common equivalent diluted shares outstanding | 18,741 | 18,249 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income attributable to DXP Enterprises, Inc. | $ 4,551 | $ 3,133 |
Less net loss attributable to non-controlling interest | (57) | (139) |
Net income | 4,494 | 2,994 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation | 2,356 | 2,699 |
Amortization of intangible assets | 4,358 | 4,316 |
Bad debt expense | 829 | 515 |
Amortization of debt issuance costs | 462 | 190 |
Compensation expense for restricted stock | 446 | 533 |
Stock compensation expense | 290 | 0 |
Deferred income taxes | (179) | 800 |
Changes in operating assets and liabilities, net of assets and liabilities acquired in business acquisitions: | ||
Trade accounts receivable | 3,953 | (8,425) |
Costs and estimated profits in excess of billings on uncompleted contracts | (8,642) | (780) |
Inventories | (9,107) | (595) |
Prepaid expenses and other assets | 699 | (1,959) |
Trade accounts payable and accrued expenses | (691) | (3,660) |
Billings in excess of costs and estimated profits on uncompleted contracts | (76) | 1,182 |
Net cash used in operating activities | (808) | (2,190) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (791) | (601) |
Acquisitions of business, net of cash acquired | (9,836) | 0 |
Net cash used in investing activities | (10,627) | (601) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from debt | 0 | 192,891 |
Principal payments on revolving line of credit and other long-term debt | (844) | (190,527) |
Debt issuance costs | (38) | (20) |
Loss for non-controlling interest owners, net of tax | 0 | (84) |
Dividends paid | (23) | (23) |
Payment for employee taxes withheld from stock awards | (54) | (38) |
Net cash provided (used in) financing activities | (959) | 2,199 |
EFFECT OF FOREIGN CURRENCY ON CASH | (140) | (3) |
NET CHANGE IN CASH | (12,534) | (595) |
CASH AT BEGINNING OF PERIOD | 25,579 | 1,590 |
CASH AT END OF PERIOD | $ 13,045 | $ 995 |
THE COMPANY
THE COMPANY | 3 Months Ended |
Mar. 31, 2018 | |
THE COMPANY [Abstract] | |
THE COMPANY | NOTE 1 - THE COMPANY DXP Enterprises, Inc. together with its subsidiaries (collectively "DXP," "Company," "us," "we," or "our") was incorporated in Texas on July 26, 1996. DXP Enterprises, Inc. and its subsidiaries are engaged in the business of distributing maintenance, repair and operating (MRO) products, and service to energy and industrial customers. Additionally, DXP provides integrated, custom pump skid packages, pump remanufacturing and manufactures branded private label pumps to energy and industrial customers. The Company is organized into three business segments: Service Centers ("SC"), Supply Chain Services ("SCS") and Innovative Pumping Solutions ("IPS"). See Note 15 for discussion of the business segments. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES | 3 Months Ended |
Mar. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES Basis of Presentation The Company's financial statements are prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP"). The accompanying condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and its variable interest entity ("VIE"). The accompanying unaudited condensed consolidated financial statements have been prepared on substantially the same basis as our annual consolidated financial statements and should be read in conjunction with our annual report on Form 10-K for the year ended December 31, 2017. In the opinion of management, these condensed consolidated financial statements contain all adjustments necessary to present fairly the Company's condensed consolidated balance sheets as of December 31, 2017 and March 31, 2018, condensed consolidated statements of operations and comprehensive operations for the three months ended March 31, 2018 and March 31, 2017, and condensed consolidated statements of cash flows for the three months ended March 31, 2018 and March 31, 2017 . All such adjustments represent normal recurring items. DXP is the primary beneficiary of a VIE in which DXP owns 47.5% of the equity. DXP consolidates the financial statements of the VIE with the financial statements of DXP. As of March 31, 2018, the total assets of the VIE were approximately $5.1 million including approximately $4.7 million of fixed assets compared to $5.2 million of total assets and $4.5 million of fixed assets at December 31, 2017. DXP is the primary customer of the VIE. For the three months ended March 31, 2018 and 2017, consolidation of the VIE increased cost of sales by approximately $0.1 million, respectively for each period. The Company recognized a related income tax benefit of $14,058 and $0.2 million, respectively, related to the VIE for the three months ended March 31, 2018 and 2017. At March 31, 2018, the owners of 52.5% of the equity not owned by DXP included a former executive officer and other employees of DXP. Equity investments in which we exercise significant influence, but do not control and are not the primary beneficiary, are accounted for using the equity method of accounting. All intercompany accounts and transactions have been eliminated upon consolidation. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2018 | |
RECENT ACCOUNTING PRONOUNCEMENTS [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS Standards Effective in 2018 or Later Compensation - Stock Compensation. Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. Intangibles-Goodwill and Other. Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The Company adopted this ASU early on December 31, 2017. T he Company's annual tests of goodwill for impairment, including qualitative assessments of all of its reporting units goodwill, determined a quantitative impairment test was not necessary. Business Combinations. Business Combinations (Topic 805): Clarifying the Definition of a Business. The Company adopted this ASU as of January 1, 2018, and it did not have a material impact on the Company's Financial Statements. Statement of Cash Flows. Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. The Company adopted this ASU as of January 1, 2018, and it did not have a material impact on the Company's Financial Statements. Financial Instruments – Credit Losses. Financial Instruments – Credit Losses, . Leases. Leases (Topic 842). classification as a finance or operating lease. The criteria for determining whether a lease is a finance or operating lease has not been significantly changed by this ASU. The ASU also requires additional disclosure of the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements. This pronouncement is effective for financial statements issued for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Financial Instruments. Financial Instruments: Recognition and Measurement of Financial Assets and Financial Liabilities The Company adopted this ASU as of January 1, 2018, and it did not have a material impact on the Company's Financial Statements. Revenue Recognition. Revenue from Contracts with Customers (Topic 606), The Company has evaluated the provisions of the new standard and assessed its impact on financial statements, information systems, business processes and financial statement disclosures. We had engaged third party consultants to assist us in assessing our contracts with customers, processes and controls required to address the impact that ASU No. 2014-09 would have on our business. The Company elected the modified retrospective method and adopted the new revenue guidance effective January 1, 2018, with no impact to the opening retained earnings. The analysis of contracts with customers under the new revenue recognition standard was consistent with the Company's current revenue recognition model, whereby revenue is recognized primarily on the date products are shipped to the customer. The ASU also requires expanded qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, significant judgments and accounting policy. Based on our overall assessment performed to date, the adoption of the new standard did not have a material impact on the Company's Consolidated Financial Statements. See Note 4 – Revenue Recognition |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Mar. 31, 2018 | |
REVENUE RECOGNITION [Abstract] | |
REVENUE RECOGNITION | NOTE 4 – REVENUE RECOGNITION In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers On January 1, 2018, the Company adopted ASC Topic 606 using the modified retrospective method with no impact to the opening retained earnings and determined there were no changes required to its reported revenues as a result of the adoption. The Company has enhanced its disclosures of revenue to comply with the new guidance. Results for reporting periods beginning after January 1, 2018 are presented under ASC Topic 606, while prior period amounts were not adjusted and continue to be reported in accordance with ASC Topic 605, "Revenue Recognition." Overview The Company's primary source of revenue is the sale of products, and service to energy and industrial customers. The Company is organized into three business segments: Service Centers ("SC"), Supply Chain Services ("SCS") and Innovative Pumping Solutions ("IPS"). The Service Centers segment provides a wide range of MRO products, equipment and integrated services, including logistics capabilities, to industrial customers within our Service Center segment. Revenues are recognized when an agreement is in place, the price is fixed, title for product passes to the customer or services have been provided and collectability is reasonably assured, which is generally upon delivery to the customer. Revenues are recorded net of sales taxes. The Company fabricates and assembles custom-made pump packages, remanufactures pumps and manufactures branded private label pumps within our Innovative Pumping Solutions segment. For binding agreements to fabricate tangible assets to customer specifications, the Company recognizes revenues using the percentage of completion method. Under this method, revenues are recognized as costs are incurred and include estimated profits calculated on the basis of the relationship between costs incurred and total estimated costs at completion. If at any time expected costs exceed the value of the contract, the loss is recognized immediately. The typical time span of these contracts is approximately one to two years. The Supply Chain Services segment provides a wide range of MRO products and manages all or part of a customer's supply chain, including warehouse and inventory management. Revenues are recognized when an agreement is in place, the price is fixed, title for product passes to the customer or services have been provided and collectability is reasonably assured, which is generally upon delivery to the customer. Revenues are recorded net of sales taxes. See Note 16 "Segment Reporting" for disaggregation of revenue by reporting segments. The Company believes this disaggregation best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. |
FAIR VALUE OF FINANCIAL ASSETS
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES | 3 Months Ended |
Mar. 31, 2018 | |
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES [Abstract] | |
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES | NOTE 5 - FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES Authoritative guidance for financial assets and liabilities measured on a recurring basis applies to all financial assets and financial liabilities that are being measured and reported on a fair value basis. Fair value, as defined in the authoritative guidance, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative guidance affects the fair value measurement of an investment with quoted market prices in an active market for identical instruments, which must be classified in one of the following categories: Level 1 Inputs Level 1 inputs come from quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 Inputs Level 2 inputs are other than quoted prices that are observable for an asset or liability. These inputs include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from, or corroborated by, observable market data by correlation or other means. Level 3 Inputs Level 3 inputs are unobservable inputs for the asset or liability which require the Company's own assumptions. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2018 | |
INVENTORIES [Abstract] | |
INVENTORIES | NOTE 6 – INVENTORIES The carrying values of inventories are as follows ( in thousands March 31, 2018 December 31, 2017 Finished goods $ 90,402 $ 79,820 Work in process 12,792 11,593 Inventories $ 103,194 $ 91,413 |
COSTS AND ESTIMATED PROFITS ON
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS | 3 Months Ended |
Mar. 31, 2018 | |
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS [Abstract] | |
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS | NOTE 7 – COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS Costs and estimated profits in excess of billings on uncompleted contracts arise in the consolidated balance sheets when revenues have been recognized but the amounts cannot be billed under the terms of the contracts. Such amounts are recoverable from customers upon various measures of performance, including achievement of certain milestones, completion of specified units, or completion of a contract. Costs and estimated profits on uncompleted contracts and related amounts billed were as follows ( in thousands March 31, 2018 December 31, 2017 Costs incurred on uncompleted contracts $ 47,906 $ 37,899 Estimated profits, thereon 5,439 2,665 Total 53,345 40,564 Less: billings to date 21,962 17,881 Net $ 31,383 $ 22,683 Such amounts were included in the accompanying condensed consolidated balance sheets for 2018 and 2017 under the following captions ( in thousands March 31, 2018 December 31, 2017 Costs and estimated profits in excess of billings on uncompleted contracts $ 35,534 $ 26,915 Billings in excess of costs and estimated profits on uncompleted contracts (4,156 ) (4,249 ) Translation adjustment 5 17 Net $ 31,383 $ 22,683 |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 3 Months Ended |
Mar. 31, 2018 | |
PROPERTY AND EQUIPMENT, NET [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 8 - PROPERTY AND EQUIPMENT, NET The carrying values of property and equipment are as follows ( in thousands March 31, 2018 December 31, 2017 Land $ 2,381 $ 2,346 Buildings and leasehold improvements 17,017 16,724 Furniture, fixtures and equipment 96,495 94,475 Less – Accumulated depreciation (63,636 ) (60,208 ) Total property and equipment, net $ 52,257 $ 53,337 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2018 | |
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 9 - GOODWILL AND OTHER INTANGIBLE ASSETS The following table presents the changes in the carrying amount of goodwill and other intangible assets during the three months ended March 31, 2018 ( in thousands Goodwill Other Intangible Assets Total Balance as of December 31, 2017 $ 187,591 $ 78,525 $ 266,116 Acquired during the period 6,483 6,185 12,668 Translation adjustment - (315 ) (315 ) Amortization - (4,358 ) (4,358 ) Balance as of March 31, 2018 $ 194,074 $ 80,037 $ 274,111 The following table presents the goodwill balance by reportable segment as of March 31, 2018 and December 31, 2017 (in thousands) March 31, 2018 December 31, 2017 Service Centers $ 160,956 $ 154,473 Innovative Pumping Solutions 15,980 15,980 Supply Chain Services 17,138 17,138 Total $ 194,074 $ 187,591 The following table presents a summary of amortizable other intangible assets ( in thousands March 31, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Carrying Amount, net Gross Carrying Amount Accumulated Amortization Carrying Amount, net Customer relationships $ 168,255 $ (88,557 ) 79,698 162,200 (83,806 ) 78,394 Non-compete agreements 784 (445 ) 339 949 (818 ) 131 Total $ 169,039 $ (89,002 ) $ 80,037 $ 163,149 $ (84,624 ) $ 78,525 Gross carrying amounts as well as accumulated amortization are partially affected by the fluctuation of foreign currency rates. Other intangible assets are amortized according to estimated economic benefits over their estimated useful lives. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2018 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | NOTE 10 – INCOME TAXES The Tax Cuts and Jobs Act was enacted on December 22, 2017. The Tax Cuts and Jobs Act contains several tax law changes that will impact the Company in the current and future periods. The Company is applying the guidance in SAB 118 issued by the Securities and Exchange Commission when accounting for the enactment-date effects of the Tax Cuts and Jobs Act. Specifically, SAB 118 permits companies to record a provisional amount which can be remeasured during the measurement period due to obtaining, preparing, or analyzing additional information about facts and circumstances that existed as of the enacted date. At March 31, 2018, the Company has not completed our accounting for all of the tax effects of the Tax Cuts and Jobs Act; however, in certain cases, as described below, the Company has made a reasonable estimate of other effects. The Company will continue to refine our calculations as additional analysis is completed. The Company originally remeasured our U.S. net deferred tax liabilities and recorded a provisional $1.3 million benefit and a corresponding provisional decrease in the U.S. net deferred tax liability relating to the reduction in the U.S. federal corporate income tax rate to 21% from 35%. We are still in the process of analyzing Tax Cuts and Jobs Act's impact as permitted under SAB 118. The largest impact to the Company being the remeasurement of deferred taxes due to the U.S. statutory tax rate change. The mandatory repatriation and resulting toll charge on accumulated foreign earnings and profits has limited impact on the Company as unremitted earnings from non-US jurisdictions is minimal. The Company is provisional in its approach and assertion that there is no financial statement impact related to mandatory repatriation as of March 31, 2018. We will continue to monitor tax reform, as we anticipate additional guidance from the Internal Revenue Service will become more available throughout 2018. Our effective tax rate from continuing operations was a tax expense of 25.59% for the three months ended March 31, 2018 compared to a tax expense of 37.77% for the three months ended March 31, 2017. Compared to the U.S. statutory rate for the three months ended March 31, 2018, the effective tax rate was increased by state taxes and nondeductible expenses. The effective tax rate was decreased by research and development tax credits. Compared to the U.S. statutory rate for the three months ended March 31, 2017, the effective tax rate was increased by state taxes and nondeductible expenses. The effective tax rate was decreased by lower income tax rates on income earned in foreign jurisdictions, domestic production activities deduction, and research and development credits. |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2018 | |
LONG-TERM DEBT [Abstract] | |
LONG-TERM DEBT | NOTE 11 – LONG-TERM DEBT Long-term debt consisted of the following ( in thousands March 31, 2018 December 31, 2017 ABL Revolver $ - $ - Term Loan B 248,750 249,375 Promissory note payable in monthly installments at 2.9% through January 2021, collateralized by equipment 2,504 2,722 Less unamortized debt issuance costs (9,650 ) (10,073 ) Total long-term debt 241,604 242,024 Less: Current portion (3,387 ) (3,381 ) Long-term debt less current maturities $ 238,217 $ 238,643 ABL Facility On August 29, 2017, DXP entered into a five year, $85 million Asset Based Loan and Security Agreement (the "ABL Credit Agreement"). The ABL Credit Agreement provides for asset-based revolving loans in an aggregate principal amount of up to $85.0 million (the "ABL Loans"). The ABL Loans may be increased, in increments of $10.0 million, up to an aggregate of $50.0 million. The facility will mature on August 29, 2022. Interest accrues on outstanding borrowings at a rate equal to LIBOR or CDOR plus a margin ranging from 1.25% to 1.75% per annum, or at an alternate base rate, Canadian prime rate or Canadian base rate plus a margin ranging from 0.25% to 0.75% per annum, in each case, based upon the average daily excess availability under the facility for the most recently completed calendar quarter. Fees ranging from 0.25% to 0.375% per annum are payable on the portion of the facility not in use at any given time. The interest rate for the ABL facility was 3.2% at March 31, 2018. The unused line fee was 0.375% at March 31, 2018. As of March 31, 2018 there were no amounts of ABL Loans outstanding under the facility. The obligations of the borrowers are guaranteed by the Company and its direct and indirect material wholly-owned subsidiaries other than certain excluded subsidiaries. The ABL Credit Agreement contains a financial covenant restricting the Company from allowing its Fixed Charge Coverage Ratio to be less than 1.00 to 1.00 during a compliance period, which is triggered when the availability under ABL facility falls below a threshold set forth in the ABL Credit Agreement. As of March 31, 2018, the Company's consolidated Fixed Charge Coverage Ratio was 3.44to 1.00. As of March 31, 2018, DXP was in compliance with all such covenants that were in effect on such date under the ABL facility. The ABL Loan is secured by substantially all of the assets of the Company. Senior Secured Term Loan B: On August 29, 2017, DXP entered into a six year Senior Secured Term Loan B (the "Term Loan") with an original principal amount of $250 million which amortizes in equal quarterly installments of 0.25% with the balance payable in August 2023, when the facility matures. Subject to securing additional lender commitments, the Term Loan allows for incremental increases in facility size up to an aggregate of $30 million, in minimum increments of $10 million, plus an additional amount such that DXP's Secured Leverage Ratio (as defined under the Term Loan) would not exceed 3.60 to 1.00. We are required to repay the Term Loan in connection with certain asset sales and insurance proceeds, certain debt proceeds and 50% of excess cash flow, reducing to 25%, if our total leverage ratio is no more than 3.00 to 1.00 and 0%, if our total leverage ratio is no more than 2.50 to 1.00. In addition, the Term Loan contains a number of customary restrictive covenants. The interest rate for the Term Loan was 7.4 % as of March 31, 2018. At March 31, 2018, the aggregate principal amount of Term Loan borrowings outstanding under the facility was $248.8 million. The Term Loan requires that the company's Secured Leverage Ratio, defined as the ratio, as of the last day of any fiscal quarter of consolidated secured debt (net of restricted cash, not to exceed $30 million) as of such day to EBITDA, beginning with the fiscal quarter ending December 31, 2017, be either equal to or less than the ratio indicated in the table below: Fiscal Quarter Secured Leverage Ratio December 31, 2017 5.75:1.00 March 31, 2018 5.75:1.00 June 30, 2018 5.50:1.00 September 30, 2018 5.50:1.00 December 31, 2018 5.25:1.00 March 31, 2019 5.25:1.00 June 30, 2019 5.00:1.00 September 30, 2019 5.00:1.00 December 31, 2019 4.75:1.00 March 31, 2020 4.75:1.00 June 30, 2020 and each Fiscal Quarter thereafter 4.50:1.00 As of March 31, 2018, the Company's consolidated Secured Leverage Ratio was 3.43 to 1.00. As of March 31, 2018, DXP was in compliance with all such covenants that were in effect on such date under the Term Loan facility. The Term Loan is guaranteed by each of the Company's direct and indirect material wholly owned subsidiaries, other than any of the Company's Canadian subsidiaries and certain other excluded subsidiaries. The Term Loan is secured by substantially all of the assets of the Company. Extinguishment of Previously Existing Credit Facility As set forth above, on August 29, 2017, the Company terminated its previously existing credit agreement and facility and replaced it with the Term Loan and the ABL Credit Agreement. The terminated facility was under the Amended and Restated Credit Agreement, dated as of January 2, 2014, by and among the Company, as borrower, and Wells Fargo Bank, National Association, as issuing lender and administrative agent for other lenders (the "Original |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2018 | |
STOCK-BASED COMPENSATION [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 12 - STOCK-BASED COMPENSATION Restricted Stock Under the equity incentive plans approved by our shareholders, directors, consultants and employees may be awarded shares of DXP's common stock. The shares of restricted stock and restricted stock units granted to employees and that are outstanding as of March 31, 2018 vest (or have forfeiture restrictions that lapse) in accordance with one of the following vesting schedules: 100% one year after date of grant; 33.3% each year for three years after date of grant; 20% each year for five years after date of grant; or 10% each year for ten years after date of grant. The shares of restricted stock granted to non-employee directors of DXP vest one year after the grant date. The fair value of restricted stock awards is measured based upon the closing prices of DXP's common stock on the grant dates and is recognized as compensation expense over the vesting period of the awards. Shares of our common stock are issued and outstanding upon the grant of awards of restricted stock. Once restricted stock units vest, new shares of the Company's stock are issued. At March 31, 2018, 288,899 shares were available for future grant. Changes in restricted stock for the three months ended March 31, 2018 were as follows: Number of Shares Weighted Average Grant Price Non-vested at December 31, 2017 77,901 $ 30.36 Granted 114,724 $ 30.94 Forfeited (2,400 ) $ 46.68 Vested (10,699 ) $ 55.90 Non-vested at March 31, 2018 179,526 $ 28.99 Compensation expense, associated with restricted stock, recognized in the three months ended March 31, 2018 and 2017 was $446 thousand and $0.5 million, respectively. Related income tax benefits recognized in earnings for the three months ended March 31, 2018 and 2017 were approximately $0.2 |
EARNINGS PER SHARE DATA
EARNINGS PER SHARE DATA | 3 Months Ended |
Mar. 31, 2018 | |
EARNINGS PER SHARE DATA [Abstract] | |
EARNINGS PER SHARE DATA | NOTE 13 - EARNINGS PER SHARE DATA Basic earnings per share is computed based on weighted average shares outstanding and excludes dilutive securities. Diluted earnings per share is computed including the impacts of all potentially dilutive securities. The following table sets forth the computation of basic and diluted earnings per share for the periods indicated ( in thousands, except per share data Three Months Ended March 31, 2018 2017 Basic: Weighted average shares outstanding 17,901 17,409 Net income attributable to DXP Enterprises, Inc. $ 4,551 $ 3,133 Convertible preferred stock dividend 23 23 Net income attributable to common shareholders $ 4,528 $ 3,110 Per share amount $ 0.25 $ 0.18 Diluted: Weighted average shares outstanding 17,901 17,409 Assumed conversion of convertible preferred stock 840 840 Total dilutive shares 18,741 18,249 Net income attributable to common shareholders $ 4,528 $ 3,110 Convertible preferred stock dividend 23 23 Net income attributable to DXP Enterprises, Inc. for diluted earnings per share $ 4,551 $ 3,133 Per share amount $ 0.24 $ 0.17 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2018 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 - COMMITMENTS AND CONTINGENCIES From time to time, the Company is a party to various legal proceedings arising in the ordinary course of business. While DXP is unable to predict the outcome of these lawsuits, it believes that the ultimate resolution will not have, either individually or in the aggregate, a material adverse effect on DXP's consolidated financial position, cash flows, or results of operations. |
BUSINESS ACQUISITIONS
BUSINESS ACQUISITIONS | 3 Months Ended |
Mar. 31, 2018 | |
BUSINESS ACQUISITIONS [Abstract] | |
BUSINESS ACQUISITIONS | NOTE 15 – BUSINESS ACQUISITIONS On January 1, 2018, the Company completed the acquisition of Application Specialties, Inc. ("ASI"), a distributor of cutting tools, abrasives, coolants and machine shop supplies. The Company paid approximately $11.5 million for ASI. The purchase was financed with $10.6 million of cash on hand as well as issuing $0.9 million of the Company's common stock. ASI will provide the Company's metal working division with new geographic territory and enhance DXP's end market mix. With ASI, we continue to build on our strategy of providing a breadth of technical products and services on a regional and local level. ASI provides us scale and access to the U.S. Pacific Northwest market, while allowing us to continue to serve our customer's evolving needs within our Service Center segment. For the three months ended March 31, 2018, the business acquired contributed sales of $10.6 million and earnings before taxes of approximately $1.3 million. |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2018 | |
SEGMENT REPORTING [Abstract] | |
SEGMENT REPORTING | NOTE 16 - SEGMENT REPORTING The Company's reportable business segments are: Service Centers, Innovative Pumping Solutions and Supply Chain Services. The Service Centers segment is engaged in providing maintenance, MRO products, equipment and integrated services, including logistics capabilities, to industrial customers. The Service Centers segment provides a wide range of MRO products in the rotating equipment, bearing, power transmission, hose, fluid power, metal working, fastener, industrial supply, safety products and safety services categories. The Innovative Pumping Solutions segment fabricates and assembles custom-made pump packages, remanufactures pumps and manufactures branded private label pumps. The Supply Chain Services segment provides a wide range of MRO products and manages all or part of a customer's supply chain, including warehouse and inventory management. The high degree of integration of the Company's operations necessitates the use of a substantial number of allocations and apportionments in the determination of business segment information. Sales are shown net of intersegment eliminations. The following table sets out financial information related to the Company's segments ( in thousands For the Three Months Ended March 31, 2018 2017 SC IPS SCS Total SC IPS SCS Total Sales $ 175,362 $ 67,642 $ 42,932 $ 285,936 $ 148,713 $ 49,058 $ 40,756 $ 238,527 Amortization 2,459 1,627 272 4,358 2,250 1,795 271 4,316 Income (loss) from operations 13,371 4,755 3,782 21,908 11,090 1,715 3,787 16,592 Income from operations, excluding amortization $ 15,830 $ 6,382 $ 4,054 $ 26,266 $ 13,340 $ 3,510 $ 4,058 $ 20,908 The following table presents reconciliations of operating income for reportable segments to the consolidated income before taxes ( in thousands Three Months Ended March 31, 2018 2017 Operating income for reportable segments, excluding amortization $ 26,266 $ 20,908 Adjustment for: Amortization of intangible assets 4,358 4,316 Corporate expense 10,759 8,356 Income from operations 11,149 8,236 Interest expense 5,041 3,653 Other income, net (22 ) (228 ) Income before income taxes $ 6,130 $ 4,811 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2018 | |
SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | NOTE 17 - SUBSEQUENT EVENTS We have evaluated subsequent events through the date the interim Condensed Consolidated Financial Statements were issued. There were no subsequent events that required recognition or disclosure unless elsewhere identified in this report. |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES [Abstract] | |
Basis of Presentation | Basis of Presentation The Company's financial statements are prepared in accordance with generally accepted accounting principles in the United States of America ("US GAAP"). The accompanying condensed consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and its variable interest entity ("VIE"). The accompanying unaudited condensed consolidated financial statements have been prepared on substantially the same basis as our annual consolidated financial statements and should be read in conjunction with our annual report on Form 10-K for the year ended December 31, 2017. In the opinion of management, these condensed consolidated financial statements contain all adjustments necessary to present fairly the Company's condensed consolidated balance sheets as of December 31, 2017 and March 31, 2018, condensed consolidated statements of operations and comprehensive operations for the three months ended March 31, 2018 and March 31, 2017, and condensed consolidated statements of cash flows for the three months ended March 31, 2018 and March 31, 2017 . All such adjustments represent normal recurring items. DXP is the primary beneficiary of a VIE in which DXP owns 47.5% of the equity. DXP consolidates the financial statements of the VIE with the financial statements of DXP. As of March 31, 2018, the total assets of the VIE were approximately $5.1 million including approximately $4.7 million of fixed assets compared to $5.2 million of total assets and $4.5 million of fixed assets at December 31, 2017. DXP is the primary customer of the VIE. For the three months ended March 31, 2018 and 2017, consolidation of the VIE increased cost of sales by approximately $0.1 million, respectively for each period. The Company recognized a related income tax benefit of $14,058 and $0.2 million, respectively, related to the VIE for the three months ended March 31, 2018 and 2017. At March 31, 2018, the owners of 52.5% of the equity not owned by DXP included a former executive officer and other employees of DXP. Equity investments in which we exercise significant influence, but do not control and are not the primary beneficiary, are accounted for using the equity method of accounting. All intercompany accounts and transactions have been eliminated upon consolidation. |
RECENT ACCOUNTING PRONOUNCEME24
RECENT ACCOUNTING PRONOUNCEMENTS (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
RECENT ACCOUNTING PRONOUNCEMENTS [Abstract] | |
Recent Accounting Pronouncements | Standards Effective in 2018 or Later Compensation - Stock Compensation. Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. Intangibles-Goodwill and Other. Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The Company adopted this ASU early on December 31, 2017. T he Company's annual tests of goodwill for impairment, including qualitative assessments of all of its reporting units goodwill, determined a quantitative impairment test was not necessary. Business Combinations. Business Combinations (Topic 805): Clarifying the Definition of a Business. The Company adopted this ASU as of January 1, 2018, and it did not have a material impact on the Company's Financial Statements. Statement of Cash Flows. Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. The Company adopted this ASU as of January 1, 2018, and it did not have a material impact on the Company's Financial Statements. Financial Instruments – Credit Losses. Financial Instruments – Credit Losses, . Leases. Leases (Topic 842). classification as a finance or operating lease. The criteria for determining whether a lease is a finance or operating lease has not been significantly changed by this ASU. The ASU also requires additional disclosure of the amount, timing, and uncertainty of cash flows arising from leases, including qualitative and quantitative requirements. This pronouncement is effective for financial statements issued for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Financial Instruments. Financial Instruments: Recognition and Measurement of Financial Assets and Financial Liabilities The Company adopted this ASU as of January 1, 2018, and it did not have a material impact on the Company's Financial Statements. Revenue Recognition. Revenue from Contracts with Customers (Topic 606), The Company has evaluated the provisions of the new standard and assessed its impact on financial statements, information systems, business processes and financial statement disclosures. We had engaged third party consultants to assist us in assessing our contracts with customers, processes and controls required to address the impact that ASU No. 2014-09 would have on our business. The Company elected the modified retrospective method and adopted the new revenue guidance effective January 1, 2018, with no impact to the opening retained earnings. The analysis of contracts with customers under the new revenue recognition standard was consistent with the Company's current revenue recognition model, whereby revenue is recognized primarily on the date products are shipped to the customer. The ASU also requires expanded qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, significant judgments and accounting policy. Based on our overall assessment performed to date, the adoption of the new standard did not have a material impact on the Company's Consolidated Financial Statements. See Note 4 – Revenue Recognition |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
INVENTORIES [Abstract] | |
Carrying Values of Inventories | The carrying values of inventories are as follows ( in thousands March 31, 2018 December 31, 2017 Finished goods $ 90,402 $ 79,820 Work in process 12,792 11,593 Inventories $ 103,194 $ 91,413 |
COSTS AND ESTIMATED PROFITS O26
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS [Abstract] | |
Costs and Estimated Profits on Uncompleted Contracts | Costs and estimated profits on uncompleted contracts and related amounts billed were as follows ( in thousands March 31, 2018 December 31, 2017 Costs incurred on uncompleted contracts $ 47,906 $ 37,899 Estimated profits, thereon 5,439 2,665 Total 53,345 40,564 Less: billings to date 21,962 17,881 Net $ 31,383 $ 22,683 |
Schedule of Costs and Estimated Earnings on Uncompleted Contracts Included in Condensed Consolidated Balance Sheets | Such amounts were included in the accompanying condensed consolidated balance sheets for 2018 and 2017 under the following captions ( in thousands March 31, 2018 December 31, 2017 Costs and estimated profits in excess of billings on uncompleted contracts $ 35,534 $ 26,915 Billings in excess of costs and estimated profits on uncompleted contracts (4,156 ) (4,249 ) Translation adjustment 5 17 Net $ 31,383 $ 22,683 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
PROPERTY AND EQUIPMENT, NET [Abstract] | |
Carrying Values of Property and Equipment | The carrying values of property and equipment are as follows ( in thousands March 31, 2018 December 31, 2017 Land $ 2,381 $ 2,346 Buildings and leasehold improvements 17,017 16,724 Furniture, fixtures and equipment 96,495 94,475 Less – Accumulated depreciation (63,636 ) (60,208 ) Total property and equipment, net $ 52,257 $ 53,337 |
GOODWILL AND OTHER INTANGIBLE28
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | |
Goodwill and Other Intangible Assets | The following table presents the changes in the carrying amount of goodwill and other intangible assets during the three months ended March 31, 2018 ( in thousands Goodwill Other Intangible Assets Total Balance as of December 31, 2017 $ 187,591 $ 78,525 $ 266,116 Acquired during the period 6,483 6,185 12,668 Translation adjustment - (315 ) (315 ) Amortization - (4,358 ) (4,358 ) Balance as of March 31, 2018 $ 194,074 $ 80,037 $ 274,111 |
Goodwill Balance by Reportable Segment | The following table presents the goodwill balance by reportable segment as of March 31, 2018 and December 31, 2017 (in thousands) March 31, 2018 December 31, 2017 Service Centers $ 160,956 $ 154,473 Innovative Pumping Solutions 15,980 15,980 Supply Chain Services 17,138 17,138 Total $ 194,074 $ 187,591 |
Amortizable Other Intangible Assets | The following table presents a summary of amortizable other intangible assets ( in thousands March 31, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Carrying Amount, net Gross Carrying Amount Accumulated Amortization Carrying Amount, net Customer relationships $ 168,255 $ (88,557 ) 79,698 162,200 (83,806 ) 78,394 Non-compete agreements 784 (445 ) 339 949 (818 ) 131 Total $ 169,039 $ (89,002 ) $ 80,037 $ 163,149 $ (84,624 ) $ 78,525 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
LONG-TERM DEBT [Abstract] | |
Long-term Debt | Long-term debt consisted of the following ( in thousands March 31, 2018 December 31, 2017 ABL Revolver $ - $ - Term Loan B 248,750 249,375 Promissory note payable in monthly installments at 2.9% through January 2021, collateralized by equipment 2,504 2,722 Less unamortized debt issuance costs (9,650 ) (10,073 ) Total long-term debt 241,604 242,024 Less: Current portion (3,387 ) (3,381 ) Long-term debt less current maturities $ 238,217 $ 238,643 |
Computation of Secured Leverage Ratio to EBITDA | The Term Loan requires that the company's Secured Leverage Ratio, defined as the ratio, as of the last day of any fiscal quarter of consolidated secured debt (net of restricted cash, not to exceed $30 million) as of such day to EBITDA, beginning with the fiscal quarter ending December 31, 2017, be either equal to or less than the ratio indicated in the table below: Fiscal Quarter Secured Leverage Ratio December 31, 2017 5.75:1.00 March 31, 2018 5.75:1.00 June 30, 2018 5.50:1.00 September 30, 2018 5.50:1.00 December 31, 2018 5.25:1.00 March 31, 2019 5.25:1.00 June 30, 2019 5.00:1.00 September 30, 2019 5.00:1.00 December 31, 2019 4.75:1.00 March 31, 2020 4.75:1.00 June 30, 2020 and each Fiscal Quarter thereafter 4.50:1.00 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
STOCK-BASED COMPENSATION [Abstract] | |
Changes in Restricted Stock | Changes in restricted stock for the three months ended March 31, 2018 were as follows: Number of Shares Weighted Average Grant Price Non-vested at December 31, 2017 77,901 $ 30.36 Granted 114,724 $ 30.94 Forfeited (2,400 ) $ 46.68 Vested (10,699 ) $ 55.90 Non-vested at March 31, 2018 179,526 $ 28.99 |
EARNINGS PER SHARE DATA (Tables
EARNINGS PER SHARE DATA (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
EARNINGS PER SHARE DATA [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share for the periods indicated ( in thousands, except per share data Three Months Ended March 31, 2018 2017 Basic: Weighted average shares outstanding 17,901 17,409 Net income attributable to DXP Enterprises, Inc. $ 4,551 $ 3,133 Convertible preferred stock dividend 23 23 Net income attributable to common shareholders $ 4,528 $ 3,110 Per share amount $ 0.25 $ 0.18 Diluted: Weighted average shares outstanding 17,901 17,409 Assumed conversion of convertible preferred stock 840 840 Total dilutive shares 18,741 18,249 Net income attributable to common shareholders $ 4,528 $ 3,110 Convertible preferred stock dividend 23 23 Net income attributable to DXP Enterprises, Inc. for diluted earnings per share $ 4,551 $ 3,133 Per share amount $ 0.24 $ 0.17 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
SEGMENT REPORTING [Abstract] | |
Segment Reporting Financial Information | The following table sets out financial information related to the Company's segments ( in thousands For the Three Months Ended March 31, 2018 2017 SC IPS SCS Total SC IPS SCS Total Sales $ 175,362 $ 67,642 $ 42,932 $ 285,936 $ 148,713 $ 49,058 $ 40,756 $ 238,527 Amortization 2,459 1,627 272 4,358 2,250 1,795 271 4,316 Income (loss) from operations 13,371 4,755 3,782 21,908 11,090 1,715 3,787 16,592 Income from operations, excluding amortization $ 15,830 $ 6,382 $ 4,054 $ 26,266 $ 13,340 $ 3,510 $ 4,058 $ 20,908 |
Reconciliation of Operating Income for Reportable Segments to Consolidated Income before Taxes | The following table presents reconciliations of operating income for reportable segments to the consolidated income before taxes ( in thousands Three Months Ended March 31, 2018 2017 Operating income for reportable segments, excluding amortization $ 26,266 $ 20,908 Adjustment for: Amortization of intangible assets 4,358 4,316 Corporate expense 10,759 8,356 Income from operations 11,149 8,236 Interest expense 5,041 3,653 Other income, net (22 ) (228 ) Income before income taxes $ 6,130 $ 4,811 |
THE COMPANY (Details)
THE COMPANY (Details) | 3 Months Ended |
Mar. 31, 2018Segment | |
THE COMPANY [Abstract] | |
Number of segments | 3 |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Variable Interest Entity [Line Items] | |||
Ownership percentage in VIE | 47.50% | ||
Assets of VIE | $ 5,100,000 | $ 5,200,000 | |
Increase cost of sales from consolidation of the VIE | 100,000 | $ 100,000 | |
Income tax benefit of VIE | $ 14,058 | $ 200,000 | |
Former Executive Officers and Other Employees of DXP [Member] | |||
Variable Interest Entity [Line Items] | |||
Ownership percentage in VIE | 52.50% | ||
Fixed Assets [Member] | |||
Variable Interest Entity [Line Items] | |||
Assets of VIE | $ 4,700,000 | $ 4,500,000 |
REVENUE RECOGNITION (Details)
REVENUE RECOGNITION (Details) | 3 Months Ended |
Mar. 31, 2018Segment | |
REVENUE RECOGNITION [Abstract] | |
Number of segments | 3 |
Minimum [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue performance obligation expected satisfaction period | 1 year |
Maximum [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue performance obligation expected satisfaction period | 2 years |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
INVENTORIES [Abstract] | ||
Finished goods | $ 90,402 | $ 79,820 |
Work in process | 12,792 | 11,593 |
Inventories | $ 103,194 | $ 91,413 |
COSTS AND ESTIMATED PROFITS O37
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Schedule of costs and estimated earnings on uncompleted contracts [Abstract] | ||
Costs incurred on uncompleted contracts | $ 47,906 | $ 37,899 |
Estimated profits, thereon | 5,439 | 2,665 |
Total | 53,345 | 40,564 |
Less: billings to date | 21,962 | 17,881 |
Net | 31,383 | 22,683 |
Schedule of Costs and Estimated Earnings on Uncompleted Contracts Included in Condensed Consolidated Balance Sheets [Abstract] | ||
Costs and estimated profits in excess of billings on uncompleted contracts | 35,534 | 26,915 |
Billings in excess of costs and estimated profits on uncompleted contracts | (4,156) | (4,249) |
Translation adjustment | 5 | 17 |
Net | $ 31,383 | $ 22,683 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Less - Accumulated depreciation | $ (63,636) | $ (60,208) |
Total property and equipment, net | 52,257 | 53,337 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,381 | 2,346 |
Buildings and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 17,017 | 16,724 |
Furniture, Fixtures and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 96,495 | $ 94,475 |
GOODWILL AND OTHER INTANGIBLE39
GOODWILL AND OTHER INTANGIBLE ASSETS, Changes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Goodwill [Roll Forward] | ||
Balance at beginning of period | $ 187,591 | |
Acquired during the period | 6,483 | |
Translation adjustment | 0 | |
Balance at end of period | 194,074 | |
Other Intangibles Assets [Roll Forward] | ||
Balance at beginning of period | 78,525 | |
Acquired during the period | 6,185 | |
Translation adjustment | (315) | |
Amortization | (4,358) | $ (4,316) |
Balance at end of period | 80,037 | |
Total Goodwill and Intangible Assets [Roll Forward] | ||
Balance at beginning of period | 266,116 | |
Acquired during the period | 12,668 | |
Translation adjustment | (315) | |
Amortization | (4,358) | $ (4,316) |
Balance at end of period | $ 274,111 |
GOODWILL AND OTHER INTANGIBLE40
GOODWILL AND OTHER INTANGIBLE ASSETS, Goodwill Balance by Reportable Segment (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Goodwill [Line Items] | ||
Goodwill | $ 194,074 | $ 187,591 |
Service Centers [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 160,956 | 154,473 |
Innovative Pumping Solutions [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 15,980 | 15,980 |
Supply Chain Services [Member] | ||
Goodwill [Line Items] | ||
Goodwill | $ 17,138 | $ 17,138 |
GOODWILL AND OTHER INTANGIBLE41
GOODWILL AND OTHER INTANGIBLE ASSETS, Amortizable Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 169,039 | $ 163,149 |
Accumulated amortization | (89,002) | (84,624) |
Carrying amount, net | 80,037 | 78,525 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 168,255 | 162,200 |
Accumulated amortization | (88,557) | (83,806) |
Carrying amount, net | 79,698 | 78,394 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 784 | 949 |
Accumulated amortization | (445) | (818) |
Carrying amount, net | $ 339 | $ 131 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
INCOME TAXES [Abstract] | |||
Provisional income tax (benefit) | $ (1.3) | ||
Federal statutory income tax rate | 21.00% | 35.00% | |
Effective income tax rate from continuing operations | 25.59% | 37.77% |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Borrowings [Abstract] | |||
Total long-term debt | $ 241,604 | $ 242,024 | |
Less unamortized debt issuance costs | (9,650) | (10,073) | |
Less: Current portion | (3,387) | (3,381) | |
Long-term debt, less current maturities and unamortized debt issuance costs | 238,217 | 238,643 | |
Secured Leverage Ratio [Abstract] | |||
Write off of debt issuance costs | $ 600 | ||
ABL Revolver [Member] | |||
Borrowings [Abstract] | |||
Total long-term debt | $ 0 | 0 | |
Debt instrument term | 5 years | ||
Debt instrument face amount | $ 85,000 | ||
Maturity date | Aug. 29, 2022 | ||
Interest rate | 3.20% | ||
Commitment fee | 0.375% | ||
Fixed charge coverage ratio | 3.44 | ||
ABL Revolver [Member] | Minimum [Member] | |||
Borrowings [Abstract] | |||
Incremental increase in term loan | $ 10,000 | ||
Commitment fee | 0.25% | ||
ABL Revolver [Member] | Maximum [Member] | |||
Borrowings [Abstract] | |||
Incremental increase in term loan | $ 50,000 | ||
Commitment fee | 0.375% | ||
ABL Revolver [Member] | LIBOR [Member] | Minimum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 1.25% | ||
ABL Revolver [Member] | LIBOR [Member] | Maximum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 1.75% | ||
ABL Revolver [Member] | CDOR [Member] | Minimum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 1.25% | ||
ABL Revolver [Member] | CDOR [Member] | Maximum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 1.75% | ||
ABL Revolver [Member] | Prime Rate [Member] | Minimum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 0.25% | ||
ABL Revolver [Member] | Prime Rate [Member] | Maximum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 0.75% | ||
ABL Revolver [Member] | Base Rate [Member] | CANADA | Minimum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 0.25% | ||
ABL Revolver [Member] | Base Rate [Member] | CANADA | Maximum [Member] | |||
Borrowings [Abstract] | |||
Basis spread on base rate | 0.75% | ||
Term Loan B [Member] | |||
Borrowings [Abstract] | |||
Total long-term debt | $ 248,750 | 249,375 | |
Debt instrument term | 6 years | ||
Debt instrument face amount | $ 250,000 | ||
Amortization in quarterly installments | 0.25% | ||
Maturity date | Aug. 31, 2023 | ||
Incremental increase in term loan | $ 30,000 | ||
Percentage of excess cash flow | 50.00% | ||
Reduction in percentage of excess cash flow, condition one | 25.00% | ||
Debt instrument leverage ratio, condition one | 3 | ||
Reduction in percentage of excess cash flow, condition two | 0.00% | ||
Debt instrument leverage ratio, condition two | 2.50 | ||
Interest rate | 7.40% | ||
Secured Leverage Ratio [Abstract] | |||
December 31, 2017 | 5.75% | ||
March 31, 2018 | 5.75% | ||
June 30, 2018 | 5.50% | ||
September 30, 2018 | 5.50% | ||
December 31, 2018 | 5.25% | ||
March 31, 2019 | 5.25% | ||
June 30, 2019 | 5.00% | ||
September 30, 2019 | 5.00% | ||
December 31, 2019 | 4.75% | ||
March 31, 2020 | 4.75% | ||
June 30, 2020 and each Fiscal Quarter thereafter | 4.50% | ||
Secured Leverage Ratio | 3.43% | ||
Term Loan B [Member] | Minimum [Member] | |||
Borrowings [Abstract] | |||
Incremental increase in term loan | $ 10,000 | ||
Term Loan B [Member] | Maximum [Member] | |||
Borrowings [Abstract] | |||
Debt instrument secured leverage ratio | 3.60 | ||
Fixed charge coverage ratio | 1 | ||
Secured debt covenant amount net of restricted cash | $ 30,000 | ||
Promissory Note Payable [Member] | |||
Borrowings [Abstract] | |||
Total long-term debt | $ 2,504 | $ 2,722 | |
Interest rate | 2.90% |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Weighted Average Grant Price [Roll Forward] | |||
Stock compensation expense | $ 446 | $ 533 | |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentages of vesting for one year | 100.00% | ||
Percentages of vesting for three years | 33.30% | ||
Percentages of vesting for five years | 20.00% | ||
Percentages of vesting for ten years | 10.00% | ||
Award vesting period | 1 year | ||
Number of shares available for future grants (in shares) | 288,899 | ||
Restricted Stock [Roll Forward] | |||
Non-vested, beginning balance (in shares) | 77,901 | ||
Granted (in shares) | 114,724 | ||
Forfeited (in shares) | (2,400) | ||
Vested (in shares) | (10,699) | ||
Non-vested, ending balance (in shares) | 179,526 | ||
Weighted Average Grant Price [Roll Forward] | |||
Non-vested, beginning balance (in dollars per share) | $ 30.36 | ||
Granted (in dollars per share) | 30.94 | ||
Forfeited (in dollars per share) | 46.68 | ||
Vested (in dollars per share) | 55.90 | ||
Non-vested, ending balance (in dollars per share) | $ 28.99 | ||
Stock compensation expense | $ 446 | 500 | |
Related income tax benefits recognized | 200 | $ 200 | |
Unrecognized compensation expense | $ 4,500 | $ 1,600 | |
Compensation cost not yet recognized, period for recognition | 26 months 21 days |
EARNINGS PER SHARE DATA (Detail
EARNINGS PER SHARE DATA (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Basic [Abstract] | ||
Weighted average shares outstanding (in shares) | 17,901 | 17,409 |
Net income attributable to DXP Enterprises, Inc. | $ 4,551 | $ 3,133 |
Convertible preferred stock dividend | 23 | 23 |
Net income attributable to common shareholders | $ 4,528 | $ 3,110 |
Per share amount (in dollars per share) | $ 0.25 | $ 0.18 |
Diluted [Abstract] | ||
Weighted average shares outstanding (in shares) | 17,901 | 17,409 |
Assumed conversion of convertible preferred stock (in shares) | 840 | 840 |
Total dilutive shares (in shares) | 18,741 | 18,249 |
Net income attributable to common shareholders | $ 4,528 | $ 3,110 |
Convertible preferred stock dividend | 23 | 23 |
Net income attributable to DXP Enterprises, Inc. for diluted earnings per share | $ 4,551 | $ 3,133 |
Per share amount (in dollars per share) | $ 0.24 | $ 0.17 |
BUSINESS ACQUISITIONS (Details)
BUSINESS ACQUISITIONS (Details) - Application Specialties, Inc. [Member] - USD ($) $ in Millions | Jan. 01, 2018 | Mar. 31, 2018 |
Business Acquisition [Line Items] | ||
Purchase price | $ 11.5 | |
Purchase price financed in cash | 10.6 | |
Purchase price financed under common stock issued | $ 0.9 | |
Sales from business acquisitions | $ 10.6 | |
Earnings (loss) before taxes and impairment from business acquisitions | $ 1.3 |
SEGMENT REPORTING, Business Seg
SEGMENT REPORTING, Business Segmented Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Sales | $ 285,936 | $ 238,527 |
Income (loss) from operations | 11,149 | 8,236 |
Reportable Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 285,936 | 238,527 |
Amortization | 4,358 | 4,316 |
Income (loss) from operations | 21,908 | 16,592 |
Operating income, excluding amortization | 26,266 | 20,908 |
Reportable Segment [Member] | Service Centers [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 175,362 | 148,713 |
Amortization | 2,459 | 2,250 |
Income (loss) from operations | 13,371 | 11,090 |
Operating income, excluding amortization | 15,830 | 13,340 |
Reportable Segment [Member] | Innovative Pumping Solutions [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 67,642 | 49,058 |
Amortization | 1,627 | 1,795 |
Income (loss) from operations | 4,755 | 1,715 |
Operating income, excluding amortization | 6,382 | 3,510 |
Reportable Segment [Member] | Supply Chain Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Sales | 42,932 | 40,756 |
Amortization | 272 | 271 |
Income (loss) from operations | 3,782 | 3,787 |
Operating income, excluding amortization | $ 4,054 | $ 4,058 |
SEGMENT REPORTING, Reconciliati
SEGMENT REPORTING, Reconciliation of operating Income to Consolidated Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Adjustment for [Abstract] | ||
Amortization of intangible assets | $ 4,358 | $ 4,316 |
Income from operations | 11,149 | 8,236 |
Interest expense | 5,041 | 3,653 |
Other income, net | (22) | (228) |
Income before provision for income taxes | 6,130 | 4,811 |
Reportable Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Operating income for reportable segments, excluding amortization | 26,266 | 20,908 |
Adjustment for [Abstract] | ||
Income from operations | 21,908 | 16,592 |
Segment Reconciling Items [Member] | ||
Adjustment for [Abstract] | ||
Amortization of intangible assets | 4,358 | 4,316 |
Corporate expense | $ 10,759 | $ 8,356 |