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Distribution Solutions Group Announces 2025 First Quarter Results

First Quarter Revenues Up 14.9%, Consolidated Organic Average Daily Sales Up 4.3%

Distribution Solutions Group, Inc. (NASDAQ:DSGR) ("DSG" or the "Company"), a premier specialty distribution company, today announced consolidated results for the first quarter ended March 31, 2025. This press release is supplemented by an earnings presentation at https://investor.distributionsolutionsgroup.com/news/events.

The following represents a summary of certain operating results (unaudited). See the reconciliations of GAAP to non-GAAP measures in Tables 2, 3 and 4.

 

Three Months Ended

 

March 31,

 

December 31,

(Dollars in thousands)

 

2025

 

 

 

2024

 

 

% Change

 

 

2024

 

 

% Change

Revenue

$

478,029

 

 

$

416,086

 

 

14.9

%

 

$

480,463

 

 

(0.5

)%

 

 

 

 

 

 

 

 

 

 

Operating income

$

20,097

 

 

$

2,783

 

 

N/M

 

 

$

20,067

 

 

0.1

%

Non-GAAP adjusted operating income

$

34,392

 

 

$

29,761

 

 

15.6

%

 

$

37,293

 

 

(7.8

)%

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjusted EBITDA

$

42,786

 

 

$

36,067

 

 

18.6

%

 

$

44,899

 

 

(4.7

)%

 

 

 

 

 

 

 

 

 

 

Operating income (loss) as a percent of revenue

 

4.2

%

 

 

0.7

%

 

350bps

 

 

4.2

%

 

0bps

Adjusted EBITDA as a percent of revenue

 

9.0

%

 

 

8.7

%

 

30bps

 

 

9.3

%

 

-30bps

N/M - Not meaningful

 

Bryan King, CEO and Chairman, said, "Our financial results met expectations for the quarter, despite macro uncertainties that affected all U.S. companies. We are pleased with first quarter sales of $478 million, up 14.9%, comprising inorganic revenue of $51 million and an increase in organic average daily sales of 4.3%. On a constant currency basis our organic ADS was up 4.7%, which includes a full quarter of contribution from Source Atlantic. First quarter's Adjusted EBITDA grew to $42.8 million, up 18.6% and expanded to 9.0% as a percent of sales compared to 8.7% in the year-ago period.

"We are pleased to report year-over-year net margin expansion in each of our three verticals on a comparable basis. Lawson’s net margins in the quarter expanded from 11.4% a year ago to 11.9%, Gexpro Services expanded from 11.0% a year ago to 12.6% and TestEquity expanded from 6.2% a year ago to 6.8%. As expected, Source Atlantic’s results compressed the Canada Branch Division and DSG’s net margins. Excluding the Source Atlantic impact from the consolidated results, Adjusted EBITDA margin for the first quarter would have been 9.6%. Initiatives to improve margins in each of our five 2024 acquisitions are in the early innings. We remain confident in our plan to improve DSG's structural margins and achieve our higher return goals.

"We are cautiously optimistic about 2025 and are well-positioned to help our customers navigate alternative sourcing and services as trade policies develop. In the first quarter, our capital allocation priorities allowed us to take advantage of opportunistic share repurchases totaling $11.2 million. We continue to focus on long-term value creation through the growth of our industrial distribution platform. We are building higher-margin businesses by strategically scaling our platform through a combination of organic growth and highly strategic M&A. Our focus on managing our capital structure and generating high cash flow conversion rates positions us well to generate sustaining, long-term value for our shareholders," concluded Mr. King.

2025 First Quarter Summary(1)

  • Revenue increased $61.9 million, or 14.9%, to $478.0 million, including $50.8 million of revenue from five acquisitions closed in 2024. Organic average daily sales grew 4.3% over a year ago but decreased 1.4% sequentially over the fourth quarter of 2024. On a constant currency basis, organic average daily sales grew 4.7% over a year ago quarter.
  • Operating income was $20.1 million, net of $11.6 million of non-cash acquired intangible amortization and $2.7 million of non-recurring severance and acquisition-related retention costs, stock-based compensation, acquisition-related costs and other non-recurring items. This compares to an operating income of $2.8 million in the prior year quarter, net of similar items as 2024. Adjusted operating income, excluding these non-cash and non-recurring items, was $34.4 million in the current quarter compared to $29.8 million in the year-ago quarter and $37.3 million in the fourth quarter of 2024.
  • Diluted net income per share was $0.07 for the quarter compared to diluted net loss per share of $0.11 in the year-ago quarter. Non-GAAP adjusted diluted earnings per share was $0.31 compared to $0.25 for the same period a year ago and $0.42 for the fourth quarter of 2024.
  • Adjusted EBITDA grew $6.7 million to $42.8 million, or 9.0% of sales, compared to $36.1 million, or 8.7% of sales in the prior year quarter. Inclusion of the 2024 Source Atlantic acquisition compressed Adjusted EBITDA as a percentage of sales by approximately 60bps over the year ago quarter. Sequentially, Adjusted EBITDA decreased by $2.1 million from the fourth quarter of 2024 and decreased as a percentage of sales by 30bps.
  • Uses of cash for the quarter included net capital expenditures of $5.1 million and share repurchases of $11.2 million.
  • The Company ended the quarter with total liquidity of $304.8 million, consisting of $80.0 million of cash (restricted and unrestricted) and $224.7 million of availability under its credit facility with net debt leverage of 3.6x.



    (1) See reconciliation of GAAP to non-GAAP measures in tables 2, 3 and 4.

Conference Call

Distribution Solutions Group, Inc. will conduct a conference call with investors to discuss 2025 first quarter results at 9:00 a.m. Eastern Time on May 1, 2025. The conference call is available by direct dial at 1-888-506-0062 in the U.S. or 1-973-528-0011 from outside of the U.S. The participant access code is 958334. A replay of the conference call will be available by telephone approximately two hours after completion of the call through May 15, 2025. Callers can access the replay by dialing 1-877-481-4010 in the U.S. or 1-919-882-2331 outside the U.S. The passcode for the replay is 52327. A streaming audio of the call and an archived replay will also be available on the investor relations page of Distribution Solutions Group's website. Presentations may be supplemented by a series of slides appearing on the company's investor relations home page at https://investor.distributionsolutionsgroup.com/news/events.

About Distribution Solutions Group, Inc.

Distribution Solutions Group ("DSG") is a premier multi-platform specialty distribution company providing high touch, value-added distribution solutions to the maintenance, repair & operations (MRO), the original equipment manufacturer (OEM) and the industrial technologies markets. DSG was formed through the strategic combination of Lawson Products, a leader in MRO distribution of C-parts, Gexpro Services, a leading global supply chain services provider to manufacturing customers, and TestEquity, a leader in electronic test & measurement solutions.

Through its collective businesses, DSG is dedicated to helping customers lower their total cost of operation by increasing productivity and efficiency with the right products, expert technical support and fast, reliable delivery to be a one-stop solution provider. DSG serves approximately 200,000 customers in several diverse end markets supported by approximately 4,400 dedicated employees and strong vendor partnerships. DSG ships from strategically located distribution and service centers to customers in North America, Europe, Asia, South America and the Middle East.

For more information on Distribution Solutions Group please visit www.distributionsolutionsgroup.com.

This release contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the “safe-harbor” provisions under the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. The terms "aim," "anticipate," "believe," "contemplates," "continues," "could," "ensure," "estimate," "expect," "forecasts," "if," "intend," "likely," "may," "might," "objective," "outlook," "plan," "positioned," "potential," "predict," "probable," "project," "shall," "should," "strategy," "will," "would," and variations of them and other words and terms of similar meaning and expression (and the negatives of such words and terms) are intended to identify forward-looking statements.

Forward-looking statements can also be identified by the fact that they do not relate strictly to historical or current facts. Such forward-looking statements are based on current expectations and involve inherent risks, uncertainties and assumptions, including factors that could delay, divert or change any of them, and could cause actual outcomes to differ materially from current expectations. DSG can give no assurance that any goal or plan set forth in forward-looking statements can be achieved and DSG cautions readers not to place undue reliance on such statements. DSG undertakes no obligation to release publicly any revisions to forward-looking statements as a result of new information, future events or otherwise. Each forward-looking statement speaks only as of the date on which such statement is made, and DSG undertakes no obligation to update any such statement to reflect events or circumstances arising after such date. Actual results may differ materially from those projected as a result of certain risks and uncertainties. Factors that could cause or contribute to such differences or that might otherwise impact DSG’s business, financial condition and results of operations include the risks that DSG may encounter difficulties integrating the business of DSG with the business of other companies that DSG has combined with or may otherwise combine with and that certain assumptions with respect to such business or transactions could prove to be inaccurate. Certain risks associated with DSG’s business are also discussed from time to time in the reports DSG files with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K or other reports the Company may file from time to time with the Securities and Exchange Commission, which should be reviewed carefully.

-TABLES FOLLOW-

Distribution Solutions Group, Inc.

Condensed Consolidated Balance Sheets

(Dollars in thousands, except share data)

(Unaudited)

 

 

March 31,

2025

 

December 31,

2024

ASSETS

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

65,442

 

 

$

66,479

 

Restricted cash

 

14,595

 

 

 

15,247

 

Accounts receivable, less allowances

 

280,393

 

 

 

250,717

 

Inventories

 

349,354

 

 

 

348,226

 

Prepaid expenses and other current assets

 

35,018

 

 

 

31,505

 

Total current assets

 

744,802

 

 

 

712,174

 

Property, plant and equipment, net

 

125,874

 

 

 

125,524

 

Rental equipment, net

 

38,105

 

 

 

39,376

 

Goodwill

 

464,098

 

 

 

462,789

 

Deferred tax asset, net

 

128

 

 

 

136

 

Intangible assets, net

 

258,680

 

 

 

269,763

 

Cash value of life insurance

 

19,726

 

 

 

19,916

 

Right of use operating lease assets

 

106,468

 

 

 

91,962

 

Other assets

 

5,031

 

 

 

5,615

 

Total assets

$

1,762,912

 

 

$

1,727,255

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

134,206

 

 

$

125,575

 

Current portion of long-term debt

 

40,740

 

 

 

40,476

 

Current portion of lease liabilities

 

18,664

 

 

 

18,951

 

Accrued expenses and other current liabilities

 

78,628

 

 

 

81,259

 

Total current liabilities

 

272,238

 

 

 

266,261

 

Long-term debt, less current portion, net

 

712,370

 

 

 

693,903

 

Lease liabilities

 

94,057

 

 

 

77,758

 

Deferred tax liability, net

 

22,734

 

 

 

22,265

 

Other liabilities

 

24,800

 

 

 

26,525

 

Total liabilities

 

1,126,199

 

 

 

1,086,712

 

Stockholders' equity:

 

 

 

Preferred stock, $1 par value:

 

 

 

Authorized - 500,000 shares, issued and outstanding — None

 

 

 

 

 

Common stock, $1 par value:

 

 

 

Authorized - 70,000,000 shares

Issued - 47,770,100 and 47,738,290 shares, respectively

Outstanding - 46,567,929 and 46,856,757 shares, respectively

 

46,567

 

 

 

46,856

 

Capital in excess of par value

 

680,210

 

 

 

677,473

 

Retained deficit

 

(38,778

)

 

 

(42,039

)

Treasury stock – 1,202,171 and 881,533 shares, respectively

 

(30,834

)

 

 

(19,631

)

Accumulated other comprehensive income (loss)

 

(20,452

)

 

 

(22,116

)

Total stockholders' equity

 

636,713

 

 

 

640,543

 

Total liabilities and stockholders' equity

$

1,762,912

 

 

$

1,727,255

 

Distribution Solutions Group, Inc.

Condensed Consolidated Statements of Operations

(Dollars in thousands, except per share data)

(Unaudited)

 

 

Three Months Ended

 

March 31,

 

 

2025

 

 

 

2024

 

 

 

 

 

Revenue

$

478,029

 

 

$

416,086

 

Cost of goods sold

 

314,049

 

 

 

272,677

 

Gross profit

 

163,980

 

 

 

143,409

 

 

 

 

 

Selling, general and administrative expenses

 

143,883

 

 

 

140,626

 

 

 

 

 

Operating income (loss)

 

20,097

 

 

 

2,783

 

 

 

 

 

Interest expense

 

(14,215

)

 

 

(11,827

)

Change in fair value of earnout liabilities

 

(1,000

)

 

 

5

 

Other income (expense), net

 

632

 

 

 

(262

)

 

 

 

 

Income (loss) before income taxes

 

5,514

 

 

 

(9,301

)

Income tax expense (benefit)

 

2,253

 

 

 

(4,077

)

 

 

 

 

Net income (loss)

$

3,261

 

 

$

(5,224

)

 

 

 

 

Basic income (loss) per share of common stock

$

0.07

 

 

$

(0.11

)

 

 

 

 

Diluted income (loss) per share of common stock

$

0.07

 

 

$

(0.11

)

 

 

 

 

Basic weighted average shares outstanding

 

46,601,426

 

 

 

46,777,178

 

 

 

 

 

Diluted weighted average shares outstanding

 

47,400,378

 

 

 

46,777,178

 

Distribution Solutions Group, Inc.

Condensed Consolidated Statements of Cash Flows

(Dollars in thousands)

(Unaudited)

 

 

Three Months Ended March 31,

 

 

2025

 

 

 

2024

 

Operating activities

 

 

 

Net income (loss)

$

3,261

 

 

$

(5,224

)

Adjustments to reconcile to net cash used in operating activities:

 

 

 

Depreciation and amortization

 

19,979

 

 

 

17,052

 

Amortization of debt issuance costs

 

902

 

 

 

660

 

Stock-based compensation

 

974

 

 

 

2,198

 

Deferred income taxes

 

476

 

 

 

1,159

 

Change in fair value of earnout liabilities

 

1,000

 

 

 

(5

)

(Gain) loss on sale of rental equipment

 

(1,026

)

 

 

(432

)

(Gain) loss on sale of property, plant and equipment

 

(15

)

 

 

(5

)

Net realizable value adjustment and write-offs for obsolete and excess inventory

 

1,779

 

 

 

1,605

 

Bad debt expense

 

437

 

 

 

(333

)

Changes in operating assets and liabilities, net of acquisitions:

 

 

 

Accounts receivable

 

(29,587

)

 

 

(6,560

)

Inventories

 

(1,822

)

 

 

1,048

 

Prepaid expenses and other current assets

 

(4,965

)

 

 

(6,813

)

Accounts payable

 

7,735

 

 

 

3,454

 

Accrued expenses and other current liabilities

 

(2,957

)

 

 

(1,488

)

Other changes in operating assets and liabilities

 

(933

)

 

 

299

 

Net cash provided by (used in) operating activities

 

(4,762

)

 

 

6,615

 

Investing activities

 

 

 

Purchases of property, plant and equipment

 

(5,646

)

 

 

(2,454

)

Proceeds from sale of property, plant and equipment

 

990

 

 

 

 

Business acquisitions, net of cash acquired

 

 

 

 

(13,145

)

Purchases of rental equipment

 

(2,861

)

 

 

(1,221

)

Proceeds from sale of rental equipment

 

2,464

 

 

 

812

 

Net cash provided by (used in) investing activities

 

(5,053

)

 

 

(16,008

)

Financing activities

 

 

 

Proceeds from revolving lines of credit

 

93,502

 

 

 

8,858

 

Payments on revolving lines of credit

 

(65,334

)

 

 

(11,611

)

Payments on term loans

 

(10,063

)

 

 

(625

)

Repurchase of common stock

 

(11,203

)

 

 

 

Shares repurchased held in treasury

 

 

 

 

(449

)

Stock option exercises

 

877

 

 

 

 

Payment of financing lease principal

 

(146

)

 

 

(124

)

Net cash provided by (used in) financing activities

 

7,633

 

 

 

(3,951

)

Effect of exchange rate changes on cash and cash equivalents

 

493

 

 

 

(680

)

Increase (decrease) in cash, cash equivalents and restricted cash

 

(1,689

)

 

 

(14,024

)

Cash, cash equivalents and restricted cash at beginning of period

 

81,726

 

 

 

99,626

 

Cash, cash equivalents and restricted cash at end of period

$

80,037

 

 

$

85,602

 

Cash and cash equivalents

$

65,442

 

 

$

73,097

 

Restricted cash

 

14,595

 

 

 

12,505

 

Total cash, cash equivalents and restricted cash

$

80,037

 

 

$

85,602

 

Distribution Solutions Group, Inc.

Segment Reporting

Change in Reportable Segments: In the third quarter of 2024, as a result of the Source Atlantic Limited ("Source Atlantic") acquisition, we realigned our reportable segments by adding a new segment with a focus on the Canadian MRO market. The new Canada Branch Division segment includes the results of Source Atlantic and Bolt Supply House ("Bolt"). The results of Bolt had previously been included in our All Other non-reportable segment prior to Q3 2024. The results of the Lawson, TestEquity and Gexpro Services reportable segments did not change. The segment realignment had no impact on our financial condition or results of operations. Prior period segment results have been recast to reflect our new reportable segments.

Distribution Solutions Group, Inc.

Table 1 - Selected Segment Financial Data

(Dollars in thousands)

(Unaudited)

 

 

 

 

 

Three Months Ended

 

March 31,

 

 

2025

 

 

 

2024

 

Revenue:

 

 

 

Lawson Products

$

120,462

 

 

$

118,186

 

Canada Branch Division

 

50,543

 

 

 

12,495

 

Gexpro Services

 

118,905

 

 

 

98,651

 

TestEquity

 

188,773

 

 

 

187,149

 

Intersegment revenue elimination

 

(654

)

 

 

(395

)

Total

$

478,029

 

 

$

416,086

 

 

 

 

 

Operating income (loss):

 

 

 

Lawson Products

$

6,316

 

 

$

4,107

 

Canada Branch Division

 

651

 

 

 

860

 

Gexpro Services

 

11,241

 

 

 

5,462

 

TestEquity

 

4,130

 

 

 

(6,094

)

All Other

 

(2,241

)

 

 

(1,552

)

Total

$

20,097

 

 

$

2,783

 

DISTRIBUTION SOLUTIONS GROUP, INC.

SEC REGULATION G GAAP RECONCILIATIONS

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, the Company's management believes that certain non-GAAP financial measures may provide users of this financial information with additional meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflections of underlying trends of the business because they provide a comparison of historical information that excludes certain non-operational or non-cash items that impact the overall comparability. See Tables below for supplemental financial data and corresponding reconciliations to GAAP financial measures for the three months ended March 31, 2025 and 2024 and the three months ended December 31, 2024. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company's reported results prepared in accordance with GAAP.

Distribution Solutions Group, Inc.

Table 2 - Reconciliation of GAAP Net Income (Loss) and GAAP Operating Income (Loss) to

Non-GAAP Adjusted EBITDA

(Dollars in thousands)

(Unaudited)

 

 

 

 

 

 

 

Three Months Ended

 

March 31,

 

December 31,

 

 

2025

 

 

 

2024

 

 

 

2024

 

Net income (loss)

$

3,261

 

 

$

(5,224

)

 

$

(25,925

)

Income tax expense (benefit)

 

2,253

 

 

 

(4,077

)

 

 

30,060

 

Other income (expense), net

 

(632

)

 

 

262

 

 

 

440

 

Change in fair value of earnout liabilities

 

1,000

 

 

 

(5

)

 

 

127

 

Interest expense

 

14,215

 

 

 

11,827

 

 

 

15,365

 

Operating income (loss)

 

20,097

 

 

 

2,783

 

 

 

20,067

 

Depreciation and amortization

 

19,979

 

 

 

17,052

 

 

 

20,165

 

Stock-based compensation(1)

 

974

 

 

 

2,198

 

 

 

910

 

Severance and acquisition related retention expenses(2)

 

1,628

 

 

 

10,716

 

 

 

639

 

Acquisition related costs(3)

 

108

 

 

 

1,954

 

 

 

1,689

 

Inventory step-up(4)

 

 

 

 

 

 

 

1,122

 

Other non-recurring(5)

 

 

 

 

1,364

 

 

 

307

 

Non-GAAP adjusted EBITDA

$

42,786

 

 

$

36,067

 

 

$

44,899

 

 

 

 

 

 

 

Operating income (loss) as a percent of revenue

 

4.2

%

 

 

0.7

%

 

 

4.2

%

 

 

 

 

 

 

Adjusted EBITDA as a percent of revenue

 

9.0

%

 

 

8.7

%

 

 

9.3

%

(1)

 

Expense (benefit) primarily for stock-based compensation, of which a portion varies with the Company's stock price.

(2)

 

Includes severance expense for actions taken not related to a formal restructuring plan and acquisition related retention expenses.

(3)

 

Transaction and integration costs related to acquisitions.

(4)

 

Inventory fair value step-up adjustment for acquisition accounting related to acquisitions completed.

(5)

 

Other non-recurring costs consist of certain non-recurring strategic projects and other non-recurring items.

Distribution Solutions Group, Inc.

Table 3 - Reconciliation of GAAP Net Income (Loss) and GAAP Diluted EPS to

Non-GAAP Adjusted Net Income and Non-GAAP Adjusted Diluted EPS

(Dollars in thousands, except per share data)

(Unaudited)

 

 

 

 

 

 

 

Three Months Ended

 

March 31, 2025

 

March 31, 2024

 

December 31, 2024

 

Amount

 

Diluted

EPS(2)

 

Amount

 

Diluted

EPS(2)

 

Amount

 

Diluted

EPS(2)

Net income (loss)

$

3,261

 

 

$

0.07

 

 

$

(5,224

)

 

$

(0.11

)

 

$

(25,925

)

 

$

(0.55

)

 

 

 

 

 

 

 

 

 

 

 

 

Pretax adjustments:

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

974

 

 

 

0.02

 

 

 

2,198

 

 

 

0.05

 

 

 

910

 

 

 

0.02

 

Acquisition related costs

 

108

 

 

 

 

 

 

1,954

 

 

 

0.04

 

 

 

1,689

 

 

 

0.04

 

Amortization of intangible assets

 

11,585

 

 

 

0.24

 

 

 

10,746

 

 

 

0.23

 

 

 

12,559

 

 

 

0.27

 

Severance and acquisition related retention expenses

 

1,628

 

 

 

0.03

 

 

 

10,716

 

 

 

0.23

 

 

 

639

 

 

 

0.01

 

Change in fair value of earnout liabilities

 

1,000

 

 

 

0.02

 

 

 

(5

)

 

 

 

 

 

127

 

 

 

 

Inventory step-up

 

 

 

 

 

 

 

 

 

 

 

 

 

1,122

 

 

 

0.02

 

Other non-recurring

 

 

 

 

 

 

 

1,364

 

 

 

0.03

 

 

 

307

 

 

 

0.01

 

Total pretax adjustments

 

15,295

 

 

 

0.31

 

 

 

26,973

 

 

 

0.58

 

 

 

17,353

 

 

 

0.37

 

Tax effect on adjustments(1)/(3)

 

(4,044

)

 

 

(0.07

)

 

 

(7,334

)

 

 

(0.16

)

 

 

2,054

 

 

 

0.04

 

Deferred tax asset valuation allowance(3)/(4)

 

190

 

 

 

 

 

 

(2,696

)

 

 

(0.06

)

 

 

26,205

 

 

 

0.56

 

Non-GAAP adjusted net income

$

14,702

 

 

$

0.31

 

 

$

11,719

 

 

$

0.25

 

 

$

19,687

 

 

$

0.42

 

(1)

 

The adjustment to the income tax expense (benefit) is determined by excluding the non-GAAP adjustments by jurisdiction.

(2)

 

Pretax adjustments to diluted EPS calculated on 47.400 million, 46.777 million and 46.849 million diluted shares for the first quarter of 2025 and 2024, and the fourth quarter of 2024, respectively.

(3)

 

The quarter-to-date amounts are derived from the current period year-to-date amount less the previous quarter year-to-date amount.

(4)

 

The estimated impact to the deferred tax asset valuation allowance from interest expense limitations under Section 163(j) determined by including the non-GAAP adjustments by jurisdiction.

Distribution Solutions Group, Inc.

Table 4 - Reconciliation of GAAP Operating Income (Loss) to Non-GAAP Adjusted Operating Income

(Dollars in thousands)

(Unaudited)

 

 

 

 

 

 

 

Three Months Ended

 

March 31,

 

December 31,

 

2025

 

2024

 

2024

Operating income (loss)

$

20,097

 

$

2,783

 

$

20,067

 

 

 

 

 

 

Gross profit adjustments:

 

 

 

 

 

Inventory step-up(1)

 

 

 

 

 

1,122

Total gross profit adjustments

 

 

 

 

 

1,122

 

 

 

 

 

 

Selling, general and administrative expenses adjustments:

 

 

 

 

 

Acquisition related costs(2)

 

108

 

 

1,954

 

 

1,689

Amortization of intangible assets

 

11,585

 

 

10,746

 

 

12,559

Stock-based compensation(3)

 

974

 

 

2,198

 

 

910

Severance and acquisition related retention expenses(4)

 

1,628

 

 

10,716

 

 

639

Other non-recurring(5)

 

 

 

1,364

 

 

307

Total selling, general and administrative adjustments

 

14,295

 

 

26,978

 

 

16,104

 

 

 

 

 

 

Total adjustments

 

14,295

 

 

26,978

 

 

17,226

Non-GAAP adjusted operating income

$

34,392

 

$

29,761

 

$

37,293

(1)

 

Inventory fair value step-up adjustment for acquisition accounting related to acquisitions completed.

(2)

 

Transaction and integration costs related to acquisitions.

(3)

 

Expense (benefit) primarily for stock-based compensation, of which a portion varies with the Company's stock price.

(4)

 

Includes severance expense for actions taken not related to a formal restructuring plan and acquisition related retention expenses.

(5)

 

Other non-recurring costs consist of certain non-recurring strategic projects and other non-recurring items.

Distribution Solutions Group, Inc.

Table 5 - Reconciliation of GAAP Operating Income (Loss) to Non-GAAP Adjusted EBITDA

Q1 2025 and Q1 2024

(Dollars in thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lawson Products

 

Gexpro Services

 

TestEquity

 

Canada Branch Division

 

All Other

 

Eliminations

 

Consolidated DSG

Quarter Ended

Q1 2025

Q1 2024

 

Q1 2025

Q1 2024

 

Q1 2025

Q1 2024

 

Q1 2025

Q1 2024

 

Q1 2025

Q1 2024

 

Q1 2025

Q1 2024

 

Q1 2025

Q1 2024

Revenue from external customers

$

120,440

 

$

118,162

 

 

$

118,593

 

$

98,364

 

 

$

188,456

 

$

187,065

 

 

$

50,540

 

$

12,495

 

 

$

 

$

 

 

$

 

$

 

 

$

478,029

 

$

416,086

 

Intersegment revenue

 

22

 

 

24

 

 

 

312

 

 

287

 

 

 

317

 

 

84

 

 

 

3

 

 

 

 

 

 

 

 

 

 

(654

)

 

(395

)

 

 

 

 

 

Revenue

$

120,462

 

$

118,186

 

 

$

118,905

 

$

98,651

 

 

$

188,773

 

$

187,149

 

 

$

50,543

 

$

12,495

 

 

$

 

$

 

 

$

(654

)

$

(395

)

 

$

478,029

 

$

416,086

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

$

6,316

 

$

4,107

 

 

$

11,241

 

$

5,462

 

 

$

4,130

 

$

(6,094

)

 

$

651

 

$

860

 

 

$

(2,241

)

$

(1,552

)

 

 

 

 

$

20,097

 

$

2,783

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

6,552

 

 

5,208

 

 

 

3,453

 

 

3,840

 

 

 

8,128

 

 

7,496

 

 

 

1,846

 

 

508

 

 

 

 

 

 

 

 

 

 

 

19,979

 

 

17,052

 

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition related costs(1)

 

102

 

 

1,287

 

 

 

265

 

 

73

 

 

 

(293

)

 

381

 

 

 

 

 

 

 

 

34

 

 

213

 

 

 

 

 

 

108

 

 

1,954

 

Stock-based compensation(2)

 

523

 

 

2,012

 

 

 

 

 

 

 

 

168

 

 

 

 

 

 

 

 

 

 

283

 

 

186

 

 

 

 

 

 

974

 

 

2,198

 

Severance and acquisition related retention expenses(3)

 

814

 

 

812

 

 

 

16

 

 

72

 

 

 

678

 

 

9,828

 

 

 

119

 

 

4

 

 

 

1

 

 

 

 

 

 

 

 

1,628

 

 

10,716

 

Inventory step-up(4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other non-recurring(5)

 

 

 

 

 

 

 

 

1,364

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,364

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjusted EBITDA

$

14,307

 

$

13,426

 

 

$

14,975

 

$

10,811

 

 

$

12,811

 

$

11,611

 

 

$

2,616

 

$

1,372

 

 

$

(1,923

)

$

(1,153

)

 

 

 

 

$

42,786

 

$

36,067

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss) as a percent of revenue

 

5.2

%

 

3.5

%

 

 

9.5

%

 

5.5

%

 

 

2.2

%

 

(3.3

)%

 

 

1.3

%

 

6.9

%

 

 

N/M

 

 

N/M

 

 

 

 

 

 

4.2

%

 

0.7

%

Adjusted EBITDA as a percent of revenue

 

11.9

%

 

11.4

%

 

 

12.6

%

 

11.0

%

 

 

6.8

%

 

6.2

%

 

 

5.2

%

 

11.0

%

 

 

N/M

 

 

N/M

 

 

 

 

 

 

9.0

%

 

8.7

%

(1)

 

Transaction and integration costs related to acquisitions.

(2)

 

Expense (benefit) primarily for stock-based compensation, of which a portion varies with the Company's stock price.

(3)

 

Includes severance expense from actions taken not related to a formal restructuring plan and acquisition related retention expenses.

(4)

 

Inventory fair value step-up adjustment for acquisition accounting related to acquisitions completed.

(5)

 

Other non-recurring costs consist of certain non-recurring strategic projects and other non-recurring items.

N/M - Not meaningful

 

Contacts

Company:

Distribution Solutions Group, Inc.

Ronald J. Knutson

Executive Vice President, Chief Financial Officer and Treasurer

1-888-611-9888

Investor Relations:

Three Part Advisors, LLC

Steven Hooser / Sandy Martin

214-872-2710 / 214-616-2207