3: Fulbright & Jaworski Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): July 20, 2005

Commission file number 0-21513

DXP Enterprises, Inc.

(Exact name of registrant as specified in its charter)

Texas

76-0509661

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification Number)

   

7272 Pinemont, Houston, Texas 77040

 

(Address of principal executive offices)

 

_________________________

Registrant's telephone number, including area code:

(713) 996-4700

_________________________

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02. REGULATION FD DISCLOSURE

The following information is furnished pursuant to Regulation FD.

On July 20, 2005, DXP Enterprises, Inc., issued a press release announcing financial results for the quarterly period ended June 30, 2005, a copy of which is furnished as Exhibit 99.1 hereto, which is incorporated herein by reference. Such exhibit (i) is furnished pursuant to Item 2.02 of Form 8-K, (ii) is not to be considered "filed" under the Securities Exchange Act of 1934, as amended (the "Exchange Act") and (iii) shall not be incorporated by reference into any previous or future filings made by or to be made by the Company with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits.

99.1 Press Release dated July 20, 2005

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DXP ENTERPRISES, INC.

July 20, 2005 By: /s/Mac McConnell

Mac McConnell

Senior Vice President and

Chief Financial Officer

 

 

 

INDEX TO EXHIBITS

Introductory Note: The following exhibit is furnished pursuant to Item 2.02 of Form 8-K and is not to be considered "filed" under the Exchange Act and shall not be incorporated by reference into any of the Company's previous or future filings under the Securities Act or the Exchange Act.

Exhibit No. Description

99.1 Press Release dated July 20, 2005 regarding financial results for the
quarterly period ended June 30, 2005

 

 

Exhibit 99.1 NEWS RELEASE

CONTACT: Mac McConnell

Senior Vice President, Finance

713-996-4700

www.dxpe.com

DXP ENTERPRISES ANNOUNCES SECOND QUARTER RESULTS

NET INCOME INCREASES 107%

EARNINGS PER SHARE DOUBLES

Houston, TX, -- July 20, 2005- DXP Enterprises, Inc. (NASDAQ: DXPE) today announced a 107% increase in net income to $1,477,000 for the second quarter ending June 30, 2005, with diluted earnings per share of $.26 compared to net income of $714,000 and diluted earnings per share of $.13 for the second quarter of 2004. Sales increased 8.1% to $45.5 million from $42.1 million for the second quarter of 2004. Gross profit increased 21.7% from the second quarter of 2004.

Year-to-date earnings as of June 30, 2005 increased 67% to $2.3 million, or $0.41 per diluted share, compared to $1.4 million, or $0.25 per diluted share for the first six months of 2004. Sales increased 9.1% to $87.3 million from $80.0 million for the first six months of 2004. Gross profit for the first six months of 2005 increased 18% compared to the same period in 2004.

David R. Little, Chairman and Chief Executive Officer said, "In the second quarter we continued to see solid broad-based sales growth with higher margins. Increased MRO sales in 2005 replaced several large, lower margin sales recorded in 2004. We continue to be enthusiastic about the current level of business opportunities and our ability to increase sales and profitability. We are committed to improving service to our customers as they look for ways to reduce cost."

DXP Enterprises, Inc. is a leading products and service distributor that adds value and total cost savings solutions to MRO and OEM customers in virtually every industry since 1908. DXP provides innovative pumping solutions, integrated supply and MROP (maintenance, repair, operating and production) services that emphasize and utilize DXP's vast product knowledge and technical expertise in pumps, bearings, power transmission, seals, hose, safety, fluid power, electrical and industrial supplies. DXP's breadth of MROP products and service solutions allows DXP to be flexible and customer driven creating competitive advantages for our customers.

DXP's innovative pumping solutions provide engineering, fabrication and technical design to meet the capital equipment needs of its global customer base. DXP provides solutions by utilizing manufacturer authorized equipment and certified personnel. Pump packages require MRO and OEM equipment such as pumps, motors and valves, and consumable products. DXP leverages its MROP inventories and technical knowledge to lower the total cost and maintain the quality of the pump package.

SmartSource, a DXP integrated supply program, allows a more efficient way to manage the customer's supply chain needs for MROP products. The program allows the customer to transfer all or part of their supply chain needs to DXP, so the customer can focus on his core business. SmartSource effectively lowers costs by outsourcing purchasing, accounting, and on-site supply management to DXP, which reduces the duplication of effort by the customer and supplier. DXP's broad range of first-tier products provides an efficient measurable solution to reduce cost and streamline procurement and sourcing operations.

The Private Securities Litigation Reform Act of 1995 provides a "safe-harbor" for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made by or to be made by the Company) contains statements that are forward-looking. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future; and accordingly, such results may differ from those expressed in any forward-looking statement made by or on behalf of the Company. These risks and uncertainties include, but are not limited to; ability to obtain needed capital, dependence on existing management, leverage and debt service, domestic or global economic conditions, and changes in customer preferences and attitudes. For more information, review the Company's filings with the Securities and Exchange Commission.

******

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

 

Three Months Ended

 

Six Months Ended

 

June 30

 

June 30

 

2005

 

2004

 

2005

 

2004

Sales

$ 45,462

 

$ 42,055

 

$ 87,252

 

$ 79,965

Cost of sales

33,218

 

31,995

 

64,039

 

60,294

Gross profit

12,244

 

10,060

 

23,213

 

19,671

Selling, general and administrative expense

9,741

 

8,749

 

19,195

 

17,084

Operating income

2,503

 

1,311

 

4,018

 

2,587

Other income

17

 

12

 

27

 

29

Interest expense

(273)

 

(211)

 

(517)

 

(434)

Minority interest in loss of consolidated subsidiary

34

 

-

 

97

 

-

Income before taxes

2,281

 

1,112

 

3,625

 

2,182

Provision for income taxes

804

 

398

 

1,294

 

790

Net income

1,477

 

714

 

2,331

 

1,392

Preferred stock dividend

22

 

22

 

45

 

45

Net income attributable to common shareholders

$ 1,455

 

$ 692

 

2,286

 

$ 1,347

               

Basic income per share

$ 0.35

 

$ 0.17

 

$ 0.56

 

$ 0.33

Weighted average common shares outstanding

4,167

 

3,992

 

4,115

 

4,031

Diluted income per share

$ 0.26

 

$ 0.13

 

$ 0.41

 

$ 0.25

Weighted average common and common equivalent shares outstanding

5,741

5,454

5,684

5,475

 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AMOUNTS)

 

June 30, 2005

 

December 31, 2004

 

(Unaudited)

   

ASSETS

     

Current assets:

     

Cash

$ 2,055

 

$ 2,303

Trade accounts receivable

22,093

 

19,126

Inventories, net

18,604

 

16,995

Prepaid expenses and other current assets

831

 

327

Deferred income taxes

1,027

 

945

Total current assets

44,610

 

39,696

Property and equipment, net

7,488

 

8,261

Deferred income taxes

215

 

257

Other assets

53

 

69

Total assets

52,366

 

$ 48,283

       

LIABILITIES AND SHAREHOLDERS' EQUITY

     

Current liabilities:

     

Current portion of long-term debt

$ 221

 

$ 1,420

Trade accounts payable

15,114

 

12,905

Accrued wages and benefits

3,601

 

2,370

Federal income taxes payable

722

 

432

Other accrued liabilities

2,352

 

2,343

Customer advances

262

 

826

Total current liabilities

22,272

 

20,296

Long-term debt, less current portion

14,233

 

14,925

Minority interest in consolidated subsidiary

89

 

186

Shareholders' equity

15,772

 

12,876

Total liabilities and shareholders' equity

$ 52,366

 

$ 48,283

       

 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS)

 

 

SIX MONTHS ENDED

 

JUNE 30

 

2005

 

2004

OPERATING ACTIVITIES:

     

Net income

$ 2,331

 

$ 1,392

Adjustments to reconcile net income to net cash provided

     

by (used in) activities

     

Depreciation and amortization

474

 

472

(Benefit) provision for deferred income taxes

(40)

 

8

(Gain) on disposal of property and equipment

-

 

(1)

Minority interest in loss of consolidated subsidiary

(97)

 

-

Changes in operating assets and liabilities:

 

Trade accounts receivable

(2,967)

 

(3,616)

Inventories

(1,950)

 

(108)

Prepaid expenses and other current assets

(489)

 

(523)

Accounts payable and accrued liabilities

3,497

 

1,537

Net cash provided by (used in) operating activities

759

 

(839)

       

INVESTING ACTIVITIES:

     

Purchase of property and equipment

(291)

 

(68)

Proceeds from sale of property and equipment

932

 

1

Net cash provided by (used in) investing activities

641

 

(67)

       

FINANCING ACTIVITIES:

     

(Payments on) proceeds from debt

(1,891)

 

1,278

Dividends paid in cash

(45)

 

(45)

Proceeds from exercise of stock options

288

 

25

Net cash (used in) provided by financing activities

(1,648)

 

1,258

(DECREASE) INCREASE IN CASH

(248)

 

352

CASH AT BEGINNING OF PERIOD

2,303

 

636

CASH AT END OF PERIOD

$ 2,055

 

$ 988