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AMENDMENT NO. 1
TO
FORM 10-Q
ON
FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________ to ________
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 (I.R.S. Employer
or organization) Identification No.)
580 Westlake Park Boulevard, Suite 1100 77079
Houston, Texas (Zip Code)
(Address of principal executive offices)
281/531-4214
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
Number of shares outstanding of each of the issuer's classes of common stock, as
of November 1, 1998:
Common Stock: 4,210,762
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EXPLANATORY NOTE
DXP Enterprises, Inc. files this Amendment No. 1 on Form 10-Q/A to the
Quarterly Report on Form 10-Q for the quarter ended September 30, 1998, to
amend and restate Item 6 in its entirety.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
3.1 Restated Articles of Incorporation, as amended
(incorporated by reference to Exhibit 4.1 to the
Registrant's Registration Statement on Form S-8 (Reg. No.
333-61953), filed with the Commission on August 20, 1998).
4.1 Form of Common Stock certificate (incorporated by reference
to Exhibit 4.3 to the Registrant's Registration Statement on
Form S-8 (Reg. No. 333-61953), filed with the Commission on
August 20, 1998).
10.1 Eighth Amendment to Second Amended and Restated Loan and
Security Agreement and modifications to other agreements
dated October 20, 1998, by and among SEPCO Industries, Inc.,
Bayou Pumps, Inc., American MRO, Inc. and Fleet Capital
Corporation.
10.2 Second Amendment to Loan and Security Agreement dated
October 20, 1998, by and between DXP Acquisition, Inc. and
Fleet Capital Corporation.
10.3 Second Amendment to Loan and Security Agreement dated
October 20, 1998, by and between Pelican State Supply
Company, Inc. and Fleet Capital Corporation.
11.1 Statement re: Computation of Per Share Earnings.
27.1 Financial Data Schedule.
(b) Reports on Form 8-K.
None.
2
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DXP Enterprises, Inc.
Date: December 1, 1998 By: /s/ GARY A. ALLCORN
----------------------------------------
Gary A. Allcorn
Senior Vice President/Finance and
Chief Financial Officer
(Duly authorized officer and
principal financial officer)
3
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
3.1 Restated Articles of Incorporation, as amended (incorporated
by reference to Exhibit 4.1 to the Registrant's Registration
Statement on Form S-8 (Reg. No. 333-61953), filed with the
Commission on August 20, 1998).
4.1 Form of Common Stock certificate (incorporated by reference
to Exhibit 4.3 to the Registrant's Registration Statement on
Form S-8 (Reg. No. 333-61953), filed with the Commission on
August 20, 1998).
10.1 Eighth Amendment to Second Amended and Restated Loan and
Security Agreement and modifications to other agreements
dated October 20, 1998, by and among SEPCO Industries, Inc.,
Bayou Pumps, Inc., American MRO, Inc. and Fleet Capital
Corporation.
10.2 Second Amendment to Loan and Security Agreement dated
October 20, 1998, by and between DXP Acquisition, Inc. and
Fleet Capital Corporation.
10.3 Second Amendment to Loan and Security Agreement dated
October 20, 1998, by and between Pelican State Supply
Company, Inc. and Fleet Capital Corporation.
11.1 Statement re: Computation of Per Share Earnings.
27.1 Financial Data Schedule.
</TABLE>
