What changed in this filing

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Item 1. Financial Statements

2021-12-09 compared with 2021-11-05 · 87 added, 75 removed, 400 unchanged (29% of the section changed)

4 unchanged sentences

(in thousands, except per share amounts) (unaudited)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

4 unchanged sentences

Selling, general and administrative expenses 75,758 53,746 211,587 188,484

Impairment and other charges — 48,401 — 48,401

Income from operations 11,185 ( 40,846 ) 32,264 ( 22,389 )

1 unchanged sentence

Interest expense 5,264 3,752 15,844 12,059

Income before income taxes 9,614 3,075 11,034 10,851

Provision for income taxes 1,684 710 2,945 2,496

Net income 7,930 2,365 8,089 8,355

Income (loss) before income taxes 6,371 ( 44,918 ) 17,405 ( 34,067 )

Provision for income taxes (benefit) ( 565 ) ( 10,143 ) 2,380 ( 7,647 )

Net income (loss) 6,936 ( 34,775 ) 15,025 ( 26,420 )

Net loss attributable to noncontrolling interest ( 189 ) ( 109 ) ( 590 ) ( 233 )

Net income attributable to DXP Enterprises, Inc.

Net income (loss) attributable to DXP Enterprises, Inc.

7,125 ( 34,666 ) 15,615 ( 26,187 )

Preferred stock dividend 23 23 68 68

Net income attributable to common shareholders $ 8,097 $ 2,405 $ 8,445 $ 8,434

Net income $ 7,930 $ 2,365 $ 8,089 $ 8,355

Net income (loss) attributable to common shareholders $ 7,102 $ ( 34,689 ) $ 15,547 $ ( 26,255 )

Net income (loss) $ 6,936 $ ( 34,775 ) $ 15,025 $ ( 26,420 )

Currency translation adjustments ( 2,129 ) ( 452 ) 475 ( 220 )

Comprehensive income $ 9,257 $ 3,760 $ 10,693 $ 8,587

Earnings per share (Note 9) :

Comprehensive income (loss) $ 4,807 $ ( 35,227 ) $ 15,500 $ ( 26,640 )

Earnings (loss) per share (Note 9) :

Basic $ 0.38 $ ( 1.95 ) $ 0.82 $ ( 1.47 )

8 unchanged sentences

(in thousands, except share and per share data) (unaudited)

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

ASSETS (Restated)

40 unchanged sentences

Accumulated other comprehensive loss ( 17,538 ) ( 18,013 )

Treasury stock, at cost 1,014,053 shares a t June 30, 2021

Treasury stock, at cost 1,014,053 shares a t September 30, 2021

Total DXP Enterprises, Inc.

8 unchanged sentences

(in thousands) (unaudited)

Six Months Ended June 30,

Nine Months Ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

8 unchanged sentences

Provision for credit losses ( 361 ) 788

Impairment and other charges — 48,401

Payment of contingent consideration liability in excess of acquisition-date fair value ( 145 ) ( 136 )

15 unchanged sentences

Dividends paid ( 68 ) ( 68 )

Debt issuance costs — ( 138 )

Purchase of treasury stock ( 8,769 ) —

6 unchanged sentences

Supplemental schedule of non-cash investing and financing activities:

Shares issued for the acquisition of CVI (Note 12)

Shares issued for acquisitions (Note 12)

Share repurchase agreement $ 20,405 $ —

5 unchanged sentences

Series A preferred stock Series B preferred stock Common stock Paid-in capital Retained earnings Treasury stock Non controlling interest Accum other comp loss Total equity

Balance at March 31, 2020 (Restated) $ 1 $ 15 $ 175 $ 160,695 $ 221,693 $ — $ 1,084 $ ( 21,117 ) $ 362,546

Balance at June 30, 2020 (Restated) $ 1 $ 15 $ 175 $ 163,094 $ 223,871 $ — $ 1,022 $ ( 19,722 ) $ 368,456

Preferred dividends paid — — — — ( 23 ) — — — ( 23 )

Compensation expense for restricted stock — — — 983 — — — — 983

Stock compensation expense — 27 — — — — 27

Tax related items for share based awards — — — ( 23 ) — — — — ( 23 )

Issuance of common stock sold in public markets, net of commissions and fees — — — 1,142 — — — — 1,142

Currency translation adjustment — — — — — — — ( 452 ) ( 452 )

Net income (As restated) — — — — ( 34,666 ) — ( 109 ) — ( 34,775 )

Balance at June 30, 2020 (Restated) $ 1 $ 15 $ 175 $ 163,094 $ 223,871 $ — $ 1,022 $ ( 19,722 ) $ 368,456

Balance at September 30, 2020 (Restated) $ 1 $ 15 $ 175 $ 164,054 $ 189,182 $ — $ 913 $ ( 20,174 ) $ 334,166

Series A preferred stock Series B preferred stock Common stock Paid-in capital Retained earnings Treasury stock Non controlling interest Accum other comp loss Total equity

8 unchanged sentences

Net income (As restated) — — — — ( 26,187 ) — ( 233 ) — ( 26,420 )

Balance at June 30, 2020 (Restated) $ 1 $ 15 $ 175 $ 163,094 $ 223,871 $ — $ 1,022 $ ( 19,722 ) $ 368,456

Balance at September 30, 2020 (Restated) $ 1 $ 15 $ 175 $ 164,054 $ 189,182 $ — $ 913 $ ( 20,174 ) $ 334,166

Series A preferred stock Series B preferred stock Common stock Paid-in capital Retained earnings Treasury stock Non controlling interest Accum other comp loss Total equity

Balance at March 31, 2021 (Restated) $ 1 $ 15 $ 189 $ 191,931 $ 186,426 $ — $ 586 $ ( 16,736 ) $ 362,412

Balance at June 30, 2021 $ 1 $ 15 $ 194 $ 203,562 $ 194,523 $ ( 29,174 ) $ 397 $ ( 15,409 ) $ 354,109

Preferred dividends paid — — — — ( 22 ) — — — ( 22 )

Compensation expense for restricted stock — — — 458 — — — — 458

Stock compensation expense — — — 56 — — — — 56

Tax related items for share based awards — — — ( 51 ) — — — — ( 51 )

1 unchanged sentence

Currency translation adjustment — — — — — — — ( 2,129 ) ( 2,129 )

Purchase of treasury stock — — — — — ( 29,174 ) — — ( 29,174 )

Net income — — — — 7,125 — ( 189 ) — 6,936

Balance at June 30, 2021 $ 1 $ 15 $ 194 $ 203,562 $ 194,523 $ ( 29,174 ) $ 397 $ ( 15,409 ) $ 354,109

Balance at September 30, 2021 $ 1 $ 15 $ 195 $ 206,007 $ 201,626 $ ( 29,174 ) $ 208 $ ( 17,538 ) $ 361,340

Series A preferred stock Series B preferred stock Common stock Paid-in capital Retained earnings Treasury stock Non controlling interest Accum other comp loss Total equity

2 unchanged sentences

Compensation expense for restricted stock — — — 1,298 — — — — 1,298

Stock compensation expense — — — 56 — — — — 56

Tax related items for share based awards — — — ( 637 ) — — — — ( 637 )

3 unchanged sentences

Net income — — — — 15,615 — ( 590 ) — 15,025

Balance at June 30, 2021 $ 1 $ 15 $ 194 $ 203,562 $ 194,523 $ ( 29,174 ) $ 397 $ ( 15,409 ) $ 354,109

Balance at September 30, 2021 $ 1 $ 15 $ 195 $ 206,007 $ 201,626 $ ( 29,174 ) $ 208 $ ( 17,538 ) $ 361,340

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

17 unchanged sentences

For a more complete discussion of our significant accounting policies and business practices, refer to the consolidated Annual Report on Form 10-K/A filed with the Securities and Exchange Commission on October 22, 2021.

The results of operations for the six months ended June 30, 2021 are not necessarily indicative of results expected for the full fiscal year.

In the opinion of management, these condensed consolidated financial statements contain all adjustments necessary to present fairly the Company's condensed consolidated statements of operations and comprehensive income for the six months ended June 30, 2021 and June 30, 2020, condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020, condensed consolidated statements of cash flows for the six months ended June 30, 2021 and June 30, 2020, and condensed consolidated statement of equity for the six months ended June 30, 2021 and June 30, 2020.

The results of operations for the nine months ended September 30, 2021 are not necessarily indicative of results expected for the full fiscal year.

In the opinion of management, these condensed consolidated financial statements contain all adjustments necessary to present fairly the Company's condensed consolidated statements of operations and comprehensive income for the nine months ended September 30, 2021 and September 30, 2020, condensed consolidated balance sheets as of September 30, 2021 and December 31, 2020, condensed consolidated statements of cash flows for the nine months ended September 30, 2021 and September 30, 2020, and condensed consolidated statement of equity for the nine months ended September 30, 2021 and September 30, 2020.

All such adjustments represent normal recurring items.

7 unchanged sentences

The Company is currently evaluating the potential impact of this ASU on the financial statements.

In October 2021, the FASB issued Accounting Standards Update (ASU) 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , to address diversity in practice on how an acquirer should recognize and measure revenue contracts acquired in a business combination.

ASU 2021-08 will require an acquirer to recognize and measure contract assets acquired and contract liabilities assumed in a business combination in accordance with FASB Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers .

For the Company, ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.

The ASU should be applied prospectively to business combinations occurring on or after the effective date.

Early adoption of ASU 2021-08 is permitted, including in an interim period.

The Company expects the new Standard to have an impact for future acquisitions.

From time to time the Company does acquire businesses that perform project-based work and therefore include Contract Assets and Liabilities.

All other new accounting pronouncements that have been issued, but not yet effective, are currently being evaluated and at this time are not expected to have a material impact on our financial position or results of operations.

6 unchanged sentences

The restatement corrects errors resulting from the failure to timely clear aged payables resulting from the Company's three-way match process discrepancies, the recognition of additional consideration related to a business combination, as well as certain additional errors that the Company has determined to be immaterial, both individually and in aggregate.

Set forth below are the restatement adjustments included in the restatement of the previously issued financial statements for the year ended December 31, 2020, and the quarter ended June 30, 2020, each of which is an “error” within the meaning of ASC Topic 250:

Set forth below are the restatement adjustments included in the restatement of the previously issued financial statements for the year ended December 31, 2020, and the quarter ended September 30, 2020, each of which is an “error” within the meaning of ASC Topic 250:

Accounting Changes and Error Corrections.

The following tables presents the impact of the restatement adjustments described below on net income and comprehensive income for the quarter and the six months ended June 30, 2020:

For the Three Months Ended June 30, 2020 For the Six Months Ended June 30, 2020

As Previously As Previously

Reported Adjustments As Restated Reported Adjustments As Restated

The following tables presents the impact of the restatement adjustments described below on net income and comprehensive income for the nine months ended September 30, 2020:

Nine Months Ended September 30, 2020

As Previously

Reported Adjustments As Restated

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

8 unchanged sentences

Diluted earnings per share $ ( 1.52 ) $ ( 1.47 )

For the Three Months Ended June 30, 2020 For the Six Months Ended June 30, 2020

As previously As previously

Reported Adjustments As Restated Reported Adjustments As Restated

Nine Months Ended September 30, 2020

As previously

Reported Adjustments As Restated

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

6 unchanged sentences

Landed cost inventory adjustment The Company determined that cost mark-ups for landed costs for certain inventory items related to our private label pumps had not been properly relieved upon the sale of these items .

Direct shipment cut off adjustment Direct shipment orders placed near period end may not be properly reflected in the correct period.

Direct shipment cut off adjustment Direct shipment orders placed near period end were not properly reflected in the correct period.

The Company adjusted sales and cost of goods sold for items recorded in the incorrect period, as well as accounts receivable and payable.

31 unchanged sentences

Total Liabilities & Equity $ 851,861 $ 16,270 $ 868,131

The table below presents the impact to Operating Cash Flows on a Condensed Basis as a result of the restatement for the period ended June 30, 2020:

For the Six Months Ended June 30, 2020

The table below presents the impact to Operating Cash Flows on a Condensed Basis as a result of the restatement for the period ended September 30, 2020:

Nine Months Ended September 30, 2020

As Previously

7 unchanged sentences

The carrying values of inventories are as follows ( in thousands ):

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Finished goods $ 101,167 $ 105,527

8 unchanged sentences

Costs and estimated profits on uncompleted contracts and related amounts billed were as follows ( in thousands ):

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Costs incurred on uncompleted contracts $ 50,861 $ 36,969

3 unchanged sentences

Net $ 16,822 $ 14,365

Such amounts were included in the accompanying condensed Consolidated Balance Sheets for June 30, 2021 and December 31, 2020 under the following captions ( in thousands ):

June 30, 2021 December 31, 2020

Such amounts were included in the accompanying condensed Consolidated Balance Sheets for September 30, 2021 and December 31, 2020 under the following captions ( in thousands ):

September 30, 2021 December 31, 2020

Costs and estimated profits in excess of billings $ 17,714 $ 18,459

2 unchanged sentences

Net $ 16,822 $ 14,365

During the six months ended June 30, 2021, $ 3.8 million of the balances that were previously classified as contract liabilities at the beginning of the period shipped.

During the nine months ended September 30, 2021, $ 3.9 million of the balances that were previously classified as contract liabilities at the beginning of the period shipped.

Contract assets and liability changes were primarily due to normal activity and timing differences between our performance and customer payments.

NOTE 7 – INCOME TAXES

Our effective tax rate from continuing operations was 17.4 percent for the three months ended June 30, 2021 compared to a tax expense of 23.1 percent for the three months ended June 30, 2020.

Our effective tax rate from continuing operations was a tax benefit of 8.9 percent for the three months ended September 30, 2021 compared to a tax benefit of 22.5 percent for the three months ended September 30, 2020.

Compared to the U.S.

statutory rate for the three months ended June 30, 2021, the effective tax rate was increased by state taxes, foreign taxes, nondeductible expenses, and uncertain tax positions recorded due to tax authorities’ aggressive auditing of research and development tax credits.

The effective tax was decreased by research and development tax credits and other tax credits.

statutory rate for the three months ended September 30, 2021, the effective tax rate was increased by state taxes, foreign taxes, nondeductible expenses, and uncertain tax positions recorded due to tax authorities’ aggressive auditing of research and development tax credits.

The effective tax rate decreased by research and development tax credits and other tax credits.

Compared to the U.S.

statutory rate for the three months ended June 30, 2020, the effective tax rate was increased by state taxes, foreign taxes, and nondeductible expenses and was partially offset by research and development tax credits and other tax credits.

Our effective tax rate from continuing operations was a tax expense of 26.7 percent for the six months ended June 30, 2021 compared to a tax expense of 23.0 percent for the six months ended June 30, 2020.

statutory rate for the three months ended September 30, 2020, the effective tax rate was increased by state taxes, foreign taxes, and research and development tax credits and other tax credits and was partially offset by nondeductible expenses and uncertain tax positions recorded due to tax authorities' aggressive auditing of research and development tax credits.

Our effective tax rate from continuing operations was a tax expense of 13.7 percent for the nine months ended September 30, 2021 compared to a tax benefit of 22.4 percent for the nine months ended September 30, 2020.

Compared to the U.S.

statutory rate for the six months ended June 30, 2021, the effective tax rate was increased by state taxes, foreign taxes, nondeductible expenses, and uncertain tax positions recorded due to tax authorities’ aggressive auditing of research and development tax credits.

statutory rate for the nine months ended September 30, 2021, the effective tax rate was increased by state taxes, foreign taxes, nondeductible expenses, and uncertain tax positions recorded due to tax authorities’ aggressive auditing of research and development tax credits.

The effective tax was decreased by research and development tax credits and other tax credits.

Compared to the U.S.

statutory rate for the six months ended June 30, 2020, the effective tax rate was increased by state taxes, foreign taxes, and nondeductible expenses and was partially offset by research and development tax credits and other tax credits.

statutory rate for the nine months ended September 30, 2020, the effective tax rate was increased by state taxes, foreign taxes, and research and development tax credits and other tax credits and was partially offset by nondeductible expenses and uncertain tax positions recorded due to tax authorities' aggressive auditing of research and development tax credits.

To the extent penalties and interest would be assessed on any underpayment of income tax, such accrued amounts would be classified as a component of income tax provision (benefit) in the financial statements consistent with the Company’s policy.

1 unchanged sentence

The components of the Company's long-term debt consisted of the following ( in thousands ):

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Carrying Value (1)

5 unchanged sentences

Long-term debt less current maturities $ 324,225 $ 322,603 $ 326,700 $ 322,616

(1) Carrying value amounts do not include unamortized debt issuance costs of $ 8.7 million and $ 9.6 million for June 30, 2021 and December 31, 2020, respectively .

(1) Carrying value amounts do not include unamortized debt issuance costs of $ 8.3 million and $ 9.6 million for September 30, 2021 and December 31, 2020, respectively .

Credit Agreements

1 unchanged sentence

The Increase Agreement amends and supplements that certain Loan and Security Agreement, dated as of August 29, 2017.

As of June 30, 2021, the Company had no amount outstanding under the ABL Revolver and had $ 131.3 million of borrowing capacity, net of the impact of outstanding letters of credit.

As of September 30, 2021, the Company had no amount outstanding under the ABL Revolver and had $ 131.0 million of borrowing capacity, net of the impact of outstanding letters of credit.

On December 23, 2020, DXP entered into a new seven year , $ 330 million Senior Secured Term Loan B (the “Term Loan B Agreement”), which replaced DXP’s previously existing Senior Secured Term Loan.

1 unchanged sentence

The fair value estimates were based on quoted prices for identical or similar securities.

The Company was in compliance with all financial covenants under the ABL Revolver and Term Loan B Agreements as of June 30, 2021.

The Company was in compliance with all financial covenants under the ABL Revolver and Term Loan B Agreements as of September 30, 2021.

NOTE 9 - EARNINGS PER SHARE DATA

2 unchanged sentences

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 June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

27 unchanged sentences

The following table sets out financial information related to the Company's segments excluding amortization ( in thousands ):

Three Months Ended June 30,

Three Months Ended September 30,

SC IPS SCS Total SC IPS SCS Total

9 unchanged sentences

Income from operations $ 29,381 $ 277 $ 3,181 $ 32,839 $ 22,151 $ ( 2,913 ) $ 2,900 $ 22,138

Six Months Ended June 30,

Nine Months Ended September 30,

SC IPS SCS Total SC IPS SCS Total

14 unchanged sentences

The following table presents reconciliations of operating income for reportable segments to the consolidated income before taxes ( in thousands ):

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

3 unchanged sentences

Amortization of intangible assets 4,238 3,053 12,690 9,296

Impairment and other charges — 48,401 — 48,401

Corporate expenses 17,416 11,530 47,883 44,311

7 unchanged sentences

The Company paid approximately $ 49.7 million in cash and stock.

For the six months ended June 30, 2021, CVI contributed sales of $ 5.2 million and net income of $ 1.1 million.

A majority of CVI's sales are project-based work under the percentage-of-completion accounting model.

As a result, CVI has been included in the IPS segment.

For the nine months ended September 30, 2021, CVI contributed sales of $ 9.8 million and net income of $ 1.1 million.

On July 1, 2021, the Company completed the acquisition of Process Machinery, Inc.

(“PMI”), a leading distributor of pumps, mechanical seals, tank, filters and related process equipment that focuses on serving the chemical, power, pulp & paper, mining, metals and food processing industries.

The Company paid approximately $ 9.6 million in cash, stock and future consideration.

For the nine months ended September 30, 2021, PMI contributed sales of $ 2.3 million and net income of $ 240 thousand.

On September 20, 2021, the Company closed on the acquisition of Premier Water LLC (“Premier”).

Premier is a leading distributor and provider of products and services exclusively focused on serving the water and wastewater treatment markets primarily in North and South Carolina.

The Company paid approximately $ 5.8 million in cash and stock.

In aggregate, the acquisition-date fair value of the consideration transferred for the three businesses totaled $ 65.0 million, which consisted of the following:

Purchase Price Consideration (in millions)

2 unchanged sentences

Fair value of stock issued 11.1

Future consideration 0.3

Total purchase price consideration $ 65.0

The fair value of the approximately 422,000 common shares issued was determined based on the closing market price of the Company’s common shares on the acquisition date, adjusted for holding restrictions following consummation.

The following represents the pro forma unaudited revenue and earnings as if each of the acquisitions had been included in the consolidated results of the Company for the full nine months period ending September 30, 2021 and 2020, respectively:

Nine Months Ended September 30,

(in thousands/unaudited)

Revenue $ 841,333 $ 788,937

Net income $ 15,870 $ ( 25,241 )

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date:

1 unchanged sentence

Accounts receivable 5,011

Other receivables 1,291

Costs in excess of billings 3,003

6 unchanged sentences

Current liabilities assumed ( 10,134 )

Contingent consideration ( 301 )

Net assets acquired $ 65,040

The following represents the pro forma unaudited revenue and earnings as if CVI had been included in the consolidated results of the Company for the six months ended June 20, 2020 and 2021, respectively:

Six months Ended June 30,

(in thousands/unaudited)

Revenue $ 558,630 $ 536,576

Net income $ 7,938 $ 8,010

Of the $ 63.5 million of acquired intangible assets, $ 1.0 million was provisionally assigned to non-compete agreements that are subject to amortization over 5 years, coincident with the terms of the agreements.

In addition, $ 15.2 million was assigned to customer relationships, and will be amortized over a period of 8 years.

The $ 38.6 million of goodwill was assigned to the Innovative Pumping Solutions segment.

The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of CVI.

None of the goodwill is expected to be deductible for income tax purposes.

The goodwill total of $ 47.2 million is attributable primarily to expected synergies and the assembled workforce of each entity.

The fair value of accounts receivables acquired is $ 5.0 million, which approximated book value.

1 unchanged sentence

These costs are included in the consolidated income statement in Selling, General and Administrative costs.

The Company also recognized

an immaterial amount in costs associated with issuing the shares issued as consideration in the business combination.

The Company also recognized an immaterial amount in costs associated with issuing the shares issued as consideration in the business combination.

Those costs were deducted from the recognized proceeds of issuance within stockholders’ equity.

1 unchanged sentence

On May 12, 2021, the Company announced that its Board of Directors authorized a share repurchase program (the “program”) under which up to $ 85.0 million or 1.5 million shares of its outstanding common stock may be acquired in the open market over the next 24 months at the discretion of management.

During the three and six months ended June 30, 2021, the Company repurchased 1.0 million shares of common stock for $ 29.2 million at an average price of $ 28.77 per share.

During the nine months ended September 30, 2021, the Company repurchase 1.0 million shares of common stock for $ 29.2 million at an average price of $ 28.77 per share.

Total consideration paid to repurchase the shares was recorded in shareholders’ equity as treasury shares.

Such consideration was funded with existing cash balances and an agreement to pay sellers over four equal installments beginning on June 15, 2021.

The remaining three installments totaling $ 20.4 million were included in other current liabilities as of June 30, 2021.

Three Months Ended June 30, Six Months Ended June 30,

The remaining three installments totaling $ 20.4 million were included in other current liabilities as of September 30, 2021.

Three Months Ended September 30, Nine Months Ended September 30,

(in millions, except per share data) 2021 2021

2 unchanged sentences

Average price paid per share $ — $ 28.77

NOTE 14 - SUBSEQUENT EVENTS

On July 1, 2021, the Company completed the acquisition of Process Machinery, LLC (“Process Machinery”), a distributor of pumps, mechanical seals, tank, filters and related process equipment that focuses on serving the chemical, power, pulp & paper, mining, metals and food processing industries.

The acquisition of Process Machinery was funded with cash on hand as well as issuing DXP's common stock.

The Company paid approximately $ 10 million in cash and stock.

In September 2021, the Company completed the acquisition of Premier Water, a distributor and provider of products and services exclusively focused on serving the water and wastewater treatment markets in North and South Carolina.The acquisition was also funded with a combination of cash on hand and stock.

The Company paid approximately $ 6 million.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements