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home / news releases / DSGR - Merion Road Capital - Distribution Solutions Group: Reasonable Valuation In A Fragmented Industry


DSGR - Merion Road Capital - Distribution Solutions Group: Reasonable Valuation In A Fragmented Industry

2023-07-26 08:30:00 ET

Summary

  • Distribution Solutions Group was formed from the merger of Lawson Products, Gexpro Services, and TestEquity in early 2022, with a focus on leveraging corporate synergies.
  • DSGR has grown revenue organically at a mid-teens rate since the merger, and has a fully built-out M&A team with a disciplined investment framework.
  • In March, DSGR announced the acquisition of Hisco, a distributor serving various industries, which is expected to enhance customer value and provide cross-selling opportunities.

The following segment was excerpted from this fund letter.


Distribution Solutions Group ( DSGR )

During the quarter, I built a position in Distribution Solutions Group ahead of their rights offering. In addition to exercising our basic subscription rights, I put in for over-subscription and was pleasantly surprised to receive additional shares. DSGR is a specialty distribution platform formed when Lawson Products combined with two privately held entities, Gexpro Services and TestEquity in early 2022.

Lawson is a North American industrial MRO distributor serving 80k customers across a range of industries including manufacturing, automotive, government/military, and construction. Lawson maintains cabinets at the customer location that they frequently restock with a myriad of low-ASP products. This allows their customer to reduce downtime and streamline product management.

Gexpro is a global specialty distributor of highly specified products serving manufacturers in various markets including renewables, power generation, aerospace/defense, and consumer/industrial.

Lastly, TestEquity is a global distributor of electronic production supplies and test and measurement solutions for aerospace/defense, industrial electronics, semiconductor production, and wireless communication. In aggregate, these can be described as low churn, highly recurring business models.

While DSGR is organized as a platform company with the three entities retaining prior leadership, they have a strong focus on leveraging the benefits of the three entities. This includes things like corporate synergies in IT and insurance, leadership incentives for cross-selling, and enhanced go-to-market strategies.

Since they closed the merger, DSGR has grown revenue organically at a mid-teens rate and consolidated EBITDA margins have expanded nicely. Importantly, DSGR has a fully built-out M&A team with a disciplined investment framework around risk and returns and a developed pipeline. Management is fully aligned with shareholders as they own 10% of the company, while the former owner of Gexpro and TestEquity, Luther King Capital Management ("LKCM") owns another 65%. LKCM has significant experience investing in distribution companies and brings financial expertise to the table.

In March of this year, DSGR announced that they would acquire Hisco and merge it with TestEquity. Hisco is a mission-critical distributor that serves electronic assembly, aerospace/defense, medical, and other industrial customers with things like adhesives/sealants/tapes, soldering, and cleaning supplies.

While Hisco's product mix differs from TestEquity, there is alignment between the industries they serve and their supplier base. This should enhance their customer value proposition and provide for cross-selling opportunities. Operationally, the two companies have meaningful overlap and there is the opportunity for consolidation.

Furthermore, Hisco's Mexican footprint will benefit TestEquity in supporting nearshoring trends. DSGR made this acquisition at a stated EBITDA multiple of just 9.4x with the potential to bring it down to mid-7x when accounting for synergies. It was funded with debt as well as cash raised from the aforementioned rights offering. LKCM exercised their subscription rights and put in for oversubscription as well.

DSGR is currently trading around 9x pro forma EBITDA. This seems like a reasonable valuation for a company with a strong management team and a board of directors executing a thoughtful acquisition plan in a fragmented industry.


General Disclaimer

This material does not constitute an offer or the solicitation of an offer to purchase an interest in Merion Road Small Cap Fund, LP (the "Fund"), which such offer will only be made via a confidential private placement memorandum (the "Memorandum"). An investment in the Fund is speculative and is subject to a risk of loss, including a risk of loss of principal. There is no secondary market for interests in the Fund and none is expected to develop. No assurance can be given that the Fund will achieve its objective or that an investor will receive a return of all or part of its investment. All statements herein are qualified in their entirety by reference to the Memorandum, and to the extent that this document contradicts the Memorandum, the Memorandum shall govern in all respects.

This material is confidential and may not be distributed or reproduced in whole or in part without the express written consent of Merion Road Capital Management, LLC (the "Investment Manager"). The information and opinions contained in this document are for background purposes only and do not purport to be full or complete. Unless otherwise stated, the information in this document is not personalized investment advice or an investment recommendation on the part of the Investment Manager.

The performance data discussed herein do not represent the performance of the Fund, but rather, represent the unaudited performance of a basket of separately managed accounts managed by the Investment Manager pursuant to the same strategy expected to be implemented for the Fund. Results generated in the Fund once outside capital is admitted could be materially different than those results shown. The results shown reflect the deduction of: (i) an annual asset management fee of 1.5%, charged quarterly; (ii) a performance allocation of 15%, taken annually, subject to a "high water mark;" and (iii) transaction fees and other expenses actually incurred. The management fee and performance allocation were applied retroactively and do not reflect actual fees charged. None of the results shown reflect the deduction of certain organizational and operating expenses common to investment funds, which would serve to decrease profits or otherwise increase losses. Results were achieved using the investment strategies described in the Memorandum.

Results are compared to the performance of the Russell 2000 Index, the Russell Micro-cap Index, and the Barclay HF Index (collectively, the "Comparative Indexes") for informational purposes only. The Fund's investment program does not mirror any of the Comparative Indexes and the volatility of the Fund's investment program may be materially different from the volatility of the Comparative Indexes. The securities included in the Comparative Indexes are not necessarily included in the Fund's investment program and criteria for inclusion in the Comparative Indexes are different than criteria for investment by the Fund. The performance of the Comparative Indexes reflects the reinvestment of dividends, as appropriate.

This material contains certain forward-looking statements and projections regarding market trends, investment strategy, and the future asset allocation of the Fund, including indicative guidelines regarding position limits, exposures, position sizing, diversification, and other indications regarding the Fund's strategy. These projections and guidelines are included for illustrative purposes only, are inherently predictive, speculative, and involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. The guidelines included herein do not reflect strict rules or limitations on the Fund's investment program and the Fund may deviate from the guidelines described herein. There are a number of factors that could cause actual events and developments to differ materially from those expressed or implied by these forward-looking statements, projections, and guidelines, and no assurances can be given that the forward-looking statements in this document will be realized or followed, as described. These forward-looking statements will not necessarily be updated in the future.

PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE RESULTS.


Editor's Note: The summary bullets for this article were chosen by Seeking Alpha editors.

For further details see:

Merion Road Capital - Distribution Solutions Group: Reasonable Valuation In A Fragmented Industry
Stock Information

Company Name: Distribution Solutions Group Inc.
Stock Symbol: DSGR
Market: NASDAQ
Website: lawsonproducts.com

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