Distribution Solutions Group, Inc. annual report, FY2019

Business context and reporting period

This is Lawson Products, Inc.’s Form 10-K for the fiscal year ended December 31, 2019, not a quarterly report. The request names Distribution Solutions Group, Inc.; the filing itself identifies Lawson Products, Inc. (NASDAQ: LAWS) as the registrant. Unless otherwise noted, amounts below are U.S. dollars.

Lawson distributes maintenance, repair and operations (MRO) products and services through two segments: Lawson, which primarily serves customers through sales representatives and vendor-managed inventory services, and Bolt, which serves Western Canada through 14 branches. The filing reports more than 80,000 identified customers across the segments; no customer represented more than approximately 3% of sales.

Financial performance and condition

Metric20192018
Net sales$370.8 million$349.6 million
Gross profit / margin$197.4 million / 53.2%$189.5 million / 54.2%
Operating income / margin$9.1 million / 2.4%$9.2 million / 2.6%
Net income$7.2 million$6.2 million
Diluted EPS$0.77$0.67
Cash from operating activities$9.2 million$20.3 million
Cash and restricted cash at year-end$6.3 million$12.7 million
Total assets / stockholders’ equity$204.4 million / $108.0 million$197.1 million / $99.2 million

Sales increased 6.0%; excluding a $1.9 million currency impact, management reported growth of 6.6%. Lawson segment sales rose 5.2% and Bolt sales rose 13.3%. Average daily sales increased to $1.471 million from $1.393 million. Gross margin declined by 1.0 percentage point, reflecting higher service costs and lower margins at Bolt and Screw Products.

Selling expense fell 2.6% to $85.3 million, while general and administrative expense rose 11.1% to $102.9 million, mainly due to higher stock-based compensation and severance. Stock-based compensation was $17.8 million, versus $7.5 million in 2018. GAAP operating income was $9.1 million; management’s non-GAAP adjusted operating income was $28.6 million, versus $18.4 million in 2018, excluding stock-based compensation, severance and specified other items.

Operating cash flow fell by $11.1 million year over year, with working-capital movements among the factors shown in the cash flow statement. Capital expenditures were $2.0 million. The company ended 2019 with $2.3 million drawn on its revolving facility and $96.7 million of reported borrowing availability. The new $100 million revolving credit agreement matures October 11, 2024; leverage and fixed-charge covenants were met at year-end. Operating leases added $12.7 million of lease liabilities, with $13.3 million total lease liabilities including financing leases.

Material changes, outlook and risks

  • The company entered a new $100 million credit agreement in October 2019, replacing prior facilities totaling $40 million for Lawson and a separate Bolt commitment. It also authorized a $7.5 million share repurchase program; 32,362 shares were bought under that program in 2019. Additional shares were repurchased to cover employee tax withholding.
  • Screw Products, acquired in October 2018, was included for the full year in 2019. It contributed approximately $2.6 million of 2019 sales, compared with $0.6 million in 2018.
  • Management’s stated 2020 priorities were organic growth, acquisitions believed to be financially accretive, sales-force expansion and operational improvement. No quantified revenue or earnings guidance is provided. Management cautioned that new sales representatives may temporarily reduce average sales per representative as territories develop.
  • Management noted that the average U.S. manufacturing PMI declined to 51.2 in 2019 from 58.8 in 2018, indicating slower expansion. Key risks include economic and sector downturns, competition, gross-margin pressure, inventory obsolescence, recruiting and retaining sales staff, acquisition integration, currency movements, supplier or transport disruptions, cybersecurity, and changes in input costs, energy prices or tariffs.
  • A Decatur, Alabama site has soil and groundwater contamination from operations before Lawson’s ownership. The approved remediation plan’s injections were completed in early 2019, and monitoring continues. After $1.3 million of 2019 payments, the remaining accrued liability was $20,000; the company believes it is sufficient, but further procedures could affect results. Management considers pending ordinary-course litigation not likely to have a material adverse effect.
  • Other notable items include a 25.4% effective tax rate, versus 9.5% in 2018, and adoption of the lease accounting standard, which brought operating lease assets and liabilities onto the balance sheet. The 2019 accounts include $1.9 million of opening retained-earnings adjustment related to lease adoption. The independent auditor gave unqualified opinions on the financial statements and internal control over financial reporting.

Important facts for investors to verify

  1. Confirm the intended issuer: this filing is for Lawson Products, Inc., whereas the request names Distribution Solutions Group, Inc.
  2. Review the decline in operating cash flow, year-end cash, working-capital requirements, and the substantial cash payments for stock performance rights ($13.4 million in 2019).
  3. Assess whether reported margin pressure persists, particularly given the lower consolidated gross margin and the large difference between GAAP and adjusted operating income.
  4. Check the terms, borrowing availability and covenant headroom under the new credit agreement, alongside lease obligations and supplier purchase commitments of approximately $10.9 million.
  5. Monitor the Decatur remediation, tax valuation estimates and unrecognized tax benefits, as well as execution of the sales-force and acquisition strategies.