Distribution Solutions Group, Inc.

remain particularly healthy across aerospace and defense, renewable, semiconductor-related technology, and industrial power, where production demand continues to accelerate. With solid top-line performance, inclusive of the significant investments we continue to make on the income statement, we're pleased to report an increase in our shareholder returns measured through adjusted earnings per share of 40 cents for the third quarter, an increase of 8.1% compared to the same period last year. We enhanced shareholder returns with more than $20 million of share buybacks in the first nine months of 2025, reflecting our confidence in the company's trajectory despite a challenging macro environment. We also enjoyed generating strong quarterly operating cash flow of more than $38 million, with adjusted EBITDA of $48.5 million. This is on top of strong cash flow generated in the second quarter as well. EBITDA margins for the quarter were 9.4%. primarily impacted by a combination of product and customer mix shifts, as well as strategic investments across the verticals. We expect these ongoing initiatives to start realizing returns and improved EBITDA margins in the coming quarters. Importantly, Barry Litwin and the investment we have made in the test equity team are moving expeditiously after a comprehensive review of our significant line of business opportunities. This review has led us to refine our go-to-market strategy which now focuses more on lines of business and capabilities that unlock growth and margin expansion opportunities. Jexpro Services continues to win wallet share while investing in its capabilities and delivered another record quarter. And our Canadian branch division, led by Source Atlantic, showed meaningful improvement in gross margin and expense rationalization and are now in line with our shorter-term targets in offering a better line of sight on our longer-term goals. These results reflect solid progress on advancing our focus on disciplined execution of key initiatives, while acknowledging we continue to invest in and refine our expanded processes and results to unlock operational efficiencies and improve profitability across expansive opportunities in DSG. We continue to steadily dedicate resources and investment into a list of priorities around internal initiatives, despite recognizing we are in a dynamic environment with pronounced quarter-to-quarter marketplace fluctuations that also impact our priority around our profitability progression. Stacking up these internal investment priorities, while essential to long-term value creation, place demands on leadership while introducing short-term financial performance pressure, particularly when end markets are less forgiving. A large thank you from our board, investors, and me goes out to our DSG colleagues for all the hard work and transformative initiatives they are tackling currently. With a broad portfolio, we are also enjoying a return to solid momentum in numerous in-markets. For instance, we achieved much anticipated growth in test and measurement throughout the quarter, despite continued softness still in electronic production supplies. Ron will go over other key financial takeaways for the quarter in a moment, but let's first turn to slide five to cover more in-market revenue trends and strategic updates by business focus. At Test Equity Group, We are pleased to report strong sales growth of 5.8% in the quarter, driven by test and measurement, rental and refurbished equipment, environmental chambers, and modest gains in value-added fabrication services. Electronic production supplies were flat as we maintained pricing discipline. Test equity product mix shifts created downward pressure on gross margins, and higher SG&A reflected compensation adjustments and investments in additional management resources and sales incentives, and employee-related costs, including health care. Several specific large new customer programs with competitive pricing and tested measurement weighed on margins. However, our specialty products and VMI offerings continue to represent meaningful, higher margin growth opportunities. The ConRez acquisition, completed in 2024, continues to perform well and has unlocked greater focus, utilization, and profit opportunity as we are driving more rental and used test and measurement interests from our customers. which is prompting us to invest and expand around how rental and use can drive deeper customer relationships, encouraging product depth and geographic reach, while further strengthening the broader test equity platform with better margin opportunities and customer loyalty. Barry Litwin completed his first 90 days as CEO, much of which was focused around a comprehensive diagnostic of the test equity business with the team and a number of resources he brought with him. The team developed a unifying strategy for the organization that clarified the value proposition across three core categories, design and test, build and assembly, and maintain and repair, providing a clearer framework for growth, customer engagement, and expanded accountability around revenue and margin and growth mixed objectives by lines of business. Barry has restructured the leadership architecture to strengthen execution, enhance functional ownership, and refine roles across digital, merchandising, and commercial sales. These changes are designed to accelerate growth, build talent depth, and improve organizational speed and agility. Barry has also identified several targeted investments in systems and e-commerce capabilities that will enhance operational effectiveness, unlock company cross-sell, reduce back-office resources, and streamline e-commerce sales. The team has undertaken multiple customer satisfaction surveys to pinpoint areas where test equity can deliver greater value and is actively developing a refined customer segmentation and go-to-market strategy. On the product front, the team has identified key opportunities for new product introductions and more strategic private label expansion to unlock incremental growth and drive margin opportunity. While we expect some near-term wins for various changes, the full impact of these initiatives will take shape over the next 18 to 30 months. resulting in a structurally stronger, more competitive, and materially higher margin business. Moving to Jexpro Services. We are excited to report that Jexpro Services delivered record-adjusted EBITDA dollars in the third quarter on organic revenue expansion of 11.4%. This sustained sales growth was driven by momentum in aerospace and defense, renewables and technology, with an upward production ramp in industrial power. Value creation initiatives include DSG cross-sell, acquisition synergies, and expanded VMI, kitting, manufacturing, and e-commerce offerings. Customers are becoming increasingly interested in JetPro Service's domestic manufacturing capabilities to mitigate the tariff impacts. Our Europe business remains strong overall with a growing focus on diversifying across multiple verticals. Jax Pro Services' recent acquisition of tech component resources in Southeast Asia and an expanded investment in people and locations positions us well to continue growing with industrial technology customers that have encouraged our presence in the Asia Pacific region. Existing global customers are also requesting Jax Pro Services' global supply chain management capabilities to support their operations more broadly across the EMEA region. We enjoy the partnership and confidence our customers show us by asking us to grow with them both locally and globally across multiple end markets. And our expanding diversified business portfolio enables us to capitalize and grow across macro and micro business cycles. Our capabilities improve our customers' ability to succeed in an ever-changing marketplace, and their confidence in us is reflected in our extremely low churn and our ever-expanding wallet shares. We also see tailwinds from influences like the Big Beautiful Bill and domestic manufacturing opportunities for U.S. customers seeking to avoid or lower the impact of tariffs. While our sales funnel, especially from existing customers, feels great, we are making very strategic investments in expanding the sales team's capabilities to drive a longer and larger tail to our strong top-line revenue growth. While these investments slightly reduce the near-term profitability available with increased investment, in our costs from a year ago, the incremental sales we are enjoying are still driving EBITDA dollars higher, while the investments are enhancing our already strong customer retention and expanding our sales pipeline. Jexpro Service's core strength lies in our ability to deliver industry-leading total cost of ownership savings to our valued customers through custom supply chain management programs. These programs focus on high on-time deliveries, quality, lean optimization, supplier rationalization, total working capital improvement, and technology. Even with our investments, we are pleased to report sequential EBITDA margin expansion once again for Jexpro services with a 100 basis point expansion since the first quarter of this year. Expanded geographies and value-added capabilities achieved through disciplined execution of operational efficiencies and the benefit of our strategic M&A over the last several years continue to drive structurally stronger margins. We are excited and focused on investing even more deliberately in several additional organic and inorganic priorities to continue to fuel the momentum at ChexPro Services. Overall, Lawson's total revenue increased 3% compared to a year ago, with increases in the majority of our business lines. We enjoyed robust performance of our recent acquisitions. S&S, our automotive product category, achieved sales growth in the high single-digit range, and ESS, our safety products business, enjoyed similarly strong increases as well. Lawson's legacy business was up 2%, and business development initiatives drove higher strategic accounts and government growth in the high single-digit range. Although we are not satisfied with our total sales performance for Lawson this quarter, we know that economic pressures have negatively influenced many of our customers this year. Lawson's primary focus over the past two years has been executing on its multi-year Salesforce transformation initiatives. Over the last 12 months, we've added over 60 net new sales representatives, bringing our total field sales reps to approximately 930 at the end of September. Most of our newer reps are still scrambling to build a business that covers our significant investment in them. The current environment, even with our enhanced sales resources and tools we are now providing the sales force, has not accelerated the lead time to profitability on new hires at the pace we expected, but we remain committed and optimistic. For instance, While the Salesforce transformation is still significantly underway, we're encouraged by the positive momentum across all sales metrics. CRM adoption now exceeds 70%, and the metrics we are tracking are trending higher. Our CRM tool, which we continue to evolve, now provides valuable analytical visibility by territory and sales rep, enabling much more data-driven decision-making and targeted performance management. We are investing in deeper sales leadership resources. talent, and accountability. And sales continue to ramp for Lawson's new 24-7 web platform, expanding our customer reach and enhancing engagement. Although there is more work ahead, Cesar and the team are executing with discipline, and we are beginning to see meaningful traction from our key sales initiatives. In the meantime, we are also investing in additional sales support roles, including business development professionals, inside sales reps, strategic account managers, and technical sales specialists. all to help our sales reps become more productive. We are also supplementing our field sales team with service personnel where it makes sense, bringing up more time for our business development. We are balancing our priorities around future investments as we evaluate and refine our processes to better support our sales force to best serve our customers. On a sequential basis, our Canadian branch division sales grew by 7% in local currency in the third quarter, driven primarily by SourceAtlantic. We saw better operating expense leverage with fewer restructuring impacts in the quarter. Gross margins sequentially improved as products, services, pricing, and mix shift initiatives are well underway. We have improved gross margin almost 300 basis points over the last year. Ron will discuss our solid progress on EBITDA margins this quarter as well. We've completed two of the four facility consolidations and expect to finalize all major realignments by the end of the calendar year. Although we are still in the early innings, we appreciate that Source Atlantic and Bolt Supply have an attractive market presence, strong customer relationships, and a unique strategic fit in the Canadian marketplace. After a tough initial start as the project revenue in Source Atlantic quickly bled off and wasn't replaced as the Canadian economy became softer, sales and steady state profitability at Source Atlantic has progressed nicely as the year has developed. With much of our purchase price for Source Atlantic defined by working capital and real estate, in the first full year of transforming our Canadian business, its free cash flow will have significantly de-risked what we strongly believe was an excellent acquisition to transform our Canadian business. While still chasing the profitability objectives we expect to hit within the first years, it's positive to see the momentum that we're gaining as the year has developed. With that, I'll turn it over to Ron for details on our third quarter financials.

Thank you, Brian, and good morning, everyone. Turning to slide 6, DSG's consolidated revenue for the third quarter was $518 million, a 10.7% increase. The $49.9 million increase was driven by a combination of strong organic daily sales, increase of 6%, and $23.3 million in revenue from our 2024 acquisitions. On a sequential basis, organic daily sales were up 3.1% over the second quarter. For the quarter, we generated adjusted EBITDA of $48.5 million, or 9.4% of sales. Source Atlantic compressed our third quarter margins by approximately 11 bps. Adjusted EBITDA dollars were essentially flat versus the second quarter and 30 basis points lower, primarily due to product and customer mix shifts, strategic investments in the business, and higher employee-related costs. Cash flows from operations was $38.4 million for the quarter. This is on top of $33.3 million generated in the second quarter. GAAP net income for diluted share was $0.14 for the quarter versus $0.46 a year ago, which benefited from a substantial tax benefit. Non-GAAP adjusted EPS was $0.40 for the quarter, an improvement of 8.1% from $0.37 per share a year ago, and a sequential increase of 14.3% from Q2 of $0.35 per share. In the first nine months of 2025, we've repurchased approximately 670,000 shares, which is positively impacting our EPS return to shareholders. Moving to slide seven. Starting with Lawson, Q3 sales totaled 121.5 million, representing a 3% organic sales increase in average daily sales. Compared to Q2, organic average daily sales were down 2.2% pressured across most of our segments. For the quarter, Lawson reported adjusted EBITDA of 14 million, or 11.5% of sales, down 110 basis points from Q2 on a sequential basis. The net margin contraction from the prior year was primarily due to continued investments in our sales transformation in higher employee-related costs, in particular health insurance costs, compared to the same period last year. We also saw some vendor price increases this quarter from tariff impacts. However, the margin impact was minimal due to strategic pricing actions that we took earlier in the year. As Brian mentioned, Lawson sales rep counts have increased to approximately 930, up from 860 a year ago, driven by expanded roles that continue to boost growth and productivity. We also continue to leverage our CRM platform to connect our sales reps with our customers more efficiently. We are also pleased with the activity and engagement of Lawson's enhanced e-commerce channel, which we launched earlier this year. As we work through modifications to the site, we are realizing improved customer conversion ratios. Turning to slide 8, third quarter sales for the Canadian segment in U.S. dollars were $60 million, which included $20.1 million of incremental revenue from the Source Atlantic acquisition, which was in for the full quarter this year and only a partial quarter a year ago. Q3 revenue increased sequentially by 7.4%, which is encouraging despite tariff-related market softness for projects and manufacturing, in particular in eastern Canada. Excluding revenues acquired from Source Atlantic, organic sales for boat supply increased 6.5% over a year ago. The third quarter adjusted EBITDA for the Canadian segment was 5.8 million, or 9.6% of sales, a significant increase of 300 basis points over the second quarter. We are making good progress on planned synergies around gross margins and branch consolidations and are well on our way to how we underwrote the business. Turning to JEXPRO services on slide 9. Third quarter revenue was strong at $130.5 million, up 11.4% from the year-ago quarter from strength in renewable energy, aerospace and defense, and industrial power. Organic average daily sales were up 3.7% sequentially from Q2. As Brian mentioned, Jexpro Services' adjusted EBITDA was $17.8 million, representing a record quarter. This is a 20 basis point improvement from Q2 to 13.6%. Similar to the second quarter results, operating leverage remains strong. Jexpro Services continues to invest in its business to capture top-line revenue growth and incremental EBITDA dollars, albeit at slightly lower margin percentages. Jexpro Services continues to capitalize on the acquisition in Southeast Asia through wallet share expansion and cross-selling. And just as a reminder, Jexpro Services is facing tougher sales comps heading into the fourth quarter of 2025. Lastly, I'll turn to Test Equity Group on slide 10. Third quarter sales were $206.5 million with average daily sales of 5.8% versus a year ago and up sequentially by 5.9% over Q2. The test and measurement business improved, however, competitive pricing weighed in on margins. Revenue acquired from Conres, which was acquired in the fourth quarter of 2024, was approximately $2 million for the quarter. Test equities adjusted EBITDA for the quarter was $12.4 million, or 6% of sales, down sequentially by 90 bps from the second quarter. Net margins decreased from 7.4% in the prior year quarter, primarily due to shifts in customer and product mix, as well as higher employee-related expenses, some of which are non-recurring, and others that are longer-term investments to improve the business. Key operating initiatives in-flight currently include the expansion of service offerings, acquisition integration, pricing disciplines, Salesforce optimization, digital expansion, and cost containment. With over 34,000 customers, our go-to-market strategy will continue to evolve to better service our customers with expanded offerings. Moving to slide 11, our diversified business model has been structured to benefit from scale, product adjacencies, and geographic footprint, leveraging five acquisitions completed last year. Since the merger of these businesses in 2022, we have invested nearly $450 million of cash and debt across nine acquired businesses, and at the end of the quarter, our debt leverage remained at 3.5 times. Starting at the bottom of this slide, we ended the quarter with total liquidity of $335 million, providing us with flexibility for accretive acquisitions and investing into organic growth initiatives. This foundation continues to underpin our disciplined capital allocation strategy. Again this quarter, we achieved positive sales lift through our investments in organic growth. As a management team, we closely managed working capital within each of our verticals. At the end of September, cash and cash equivalents, including restricted cash, totaled $82.7 million, and net working capital was approximately $486 million. Consistent with the second quarter, at the end of the third quarter, we had no outstanding borrowings under our revolving credit agreement. And as Brian mentioned, we generated $38 million of cash flow from operations for the quarter as we closely manage our working capital. We continue to look opportunistically at share buybacks and returned $20 million to our shareholders this year with approximately $6 million still available under our previously board authorized program. Our free cash flow conversion is approximately 96% over the trailing 12 months and we compute our ROIC on a TTM basis at approximately 11%. Finally, our first nine months of net CapEx, including rental equipment, was $19.3 million. We expect our full-year 2025 net CapEx to be in the range of $22 to $25 million, or approximately 1% of our revenues. I'll now turn the call back over to Brian.

Thank you, Ron. We plan to continue navigating our businesses through market noise and volatility, remaining highly focused on making strategic, data-driven decisions that generate long-term value and success through every business cycle. As we look at the fourth quarter, we're maintaining a cautious outlook given tougher year-over-year comparisons. That said, business activity remains steady, and I remain confident in our leadership teams and their ability to execute on their respective value-driving initiatives on their journey to build structurally higher-margin businesses that generate strong free cash flow and create accelerating long-term value for our shareholders. Our teams are highly aligned, competing together to win more and each is accountable and highly incentivized for their progress. We are investing in internal and external resources at every turn to drive an enhanced financial outcome for DSG's investors. Many of our investments in the prior years are driving solid improvements to the business. That is evidenced by our ability to report four quarters of sequential top-line revenue growth, and to have well more than doubled EBITDA by reinvesting our free cash flow and holding leverage flat since we created DSG three and a half years ago. While some of our 15 acquisitions made over the last four years or so, where we continue to track our underwriting and integration performance, have taken more time and required more heavy lifting to get them to the targets we underwrote, we are confident that all offer strong strategic and financial accretion value to the platform we are creating and will long drive earnings and value free of DSG consistent with how we underwrote them. Based on more recent investments we've been making on the income statement, just like the acquisition investments on the balance sheets, we should be held accountable on continuing to perform and drive shareholder profits and unlock improved key performance metrics. You should continue to expect more from us through unlocking enhanced operational performance continued market share gains, longer-term enhanced profitability unlocks, and improved business momentum relative to whatever economic and market cycles we face as we look forward to 2026 and beyond. We have a clear line of sight on how our initiatives drive intrinsic value and unlock additional value through increased future run rate earnings and deserving of a higher value assigned to the earnings we enjoy. We will continue to listen to our customers and deliver the products and services that they want and need. We, informed by our customers and our colleagues' lens, have identified and are strongly pursuing a number of key strategic inorganic opportunities that will strongly enhance our position to serve some of our key markets. We want to personally thank everyone across DSG for embracing our performance-driven culture based on the core values of transparency, accountability, effort, and empathy. I'm equally grateful to our board and our shareholder partners. for their trust in me, our DSG leadership, and the LKCM Headwater team as we continue advancing this important investment together. We continue to engage actively with the investment community and will participate in three conferences this November, Baird, Stevens, and the Southwest Ideas Conference. And with that, operator, will you please open the line for questions?