The following management discussion and analysis ("MD&A") of the financial
condition and results of operations of DXP Enterprises, Inc. together with its
subsidiaries (collectively "DXP," "Company," "us," "we," or "our") for the three
and six months ended June 30, 2020 should be read in conjunction with our
previous Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q, and
the consolidated financial statements and notes thereto included in such
reports. The Company's consolidated financial statements are prepared in
accordance with accounting principles generally accepted in the United States of
America ("US GAAP").


DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS



This Quarterly Report on Form 10-Q (this "Report") contains statements that
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, as amended. These forward-looking
statements include without limitation those about the Company's expectations
regarding the impact of the COVID-19 pandemic and the impact of low commodity
prices of oil and gas; the Company's business, the Company's future
profitability, cash flow, liquidity, and growth. Such forward-looking statements
can be identified by the use of forward-looking terminology such as "believes",
"expects", "may", "might", "estimates", "will", "should", "could", "would",
"suspect", "potential", "current", "achieve", "plans" or "anticipates" or the
negative thereof or other variations thereon or comparable terminology, or by
discussions of strategy. Any such forward-looking statements are not guarantees
of future performance and may involve significant risks and uncertainties, and
actual results may vary materially from those discussed in the forward-looking
statements or historical performance as a result of various factors. These
factors include the effectiveness of management's strategies and decisions, our
ability to implement our internal growth and acquisition growth strategies,
general economic and business conditions specific to our primary customers,
changes in government regulations, our ability to effectively integrate
businesses we may acquire, new or modified statutory or regulatory requirements,
availability of materials and labor, inability to obtain or delay in obtaining
government or third-party approvals and permits, non-performance by third
parties of their contractual obligations, unforeseen hazards such as weather
conditions, acts or war or terrorist acts and the governmental or military
response thereto, cyber-attacks adversely affecting our operations, other
geological, operating and economic considerations and declining prices and
market conditions, including reduced oil and gas prices and supply or demand for
maintenance, repair and operating products, equipment and service, decreases in
oil and natural gas prices, decreases in oil and natural gas industry
expenditure levels, which may result from decreased oil and natural gas prices
or other factors, economic risks related to the impact of COVID-19, our ability
to manage changes and the continued health or availability of management
personnel, and our ability to obtain financing on favorable terms or amend our
credit facilities as needed. This Report identifies other factors that could
cause such differences. We cannot assure that these are all of the factors that
could cause actual results to vary materially from the forward-looking
statements. Factors that could cause or contribute to such differences include,
but are not limited to, those discussed in "Risk Factors", included in this
Report and in our Annual Report on Form 10-K filed with the Securities and
Exchange Commission on March 13, 2020. We assume no obligation and do not intend
to update these forward-looking statements. Unless the context otherwise
requires, references in this Report to the "Company", "DXP", "we" or "our" shall
mean DXP Enterprises, Inc., a Texas corporation, together with its subsidiaries.

CURRENT MARKET CONDITIONS AND OUTLOOK



During the six months ended June 30, 2020, the widely publicized and discussed
coronavirus (COVID-19) outbreak rapidly spread across the world, driving a sharp
erosion in demand for crude oil and other products and services, as whole
economies ordered curtailed activity.  In response to declining demand for crude
oil, members of the Organization of the Petroleum Exporting Countries and other
producing countries (OPEC+), including Russia, met in early March to discuss
additional production cuts to help stabilize prices. The group failed to reach
an agreement, and production was instead increased into the already oversupplied
market, decimating oil prices and rapidly filling worldwide oil storage
facilities. OPEC+ eventually reached an agreement in April 2020 to reduce
production, which had a muted effect on oil prices due to the belief that the
cuts were significantly less than the demand destruction caused by COVID-19.  As
a result, companies across the industry responded with severe capital spending
budget cuts, cost cuts, personnel layoffs, facility closures and bankruptcy
filings. The North American rig count has declined from 1,079 active rigs in
July of 2019 to only 296 as of July 2020.

                                       16
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We have taken a number of mitigation efforts and proactive steps in response. We
moved forward with our plans to increase our ABL revolver facility from $85
Million to $135 Million. In addition, we reduced certain discretionary
expenditures and suspended the Company's matching contributions to retirement
plans. We may take additional mitigation actions in the future such as raising
additional financing or furloughs. Some of these measures may have an adverse
impact on our businesses.

Throughout the COVID-19 pandemic crisis, we have continued to operate our
business despite the challenges that arise from closing offices and operating
our branch locations. Our use of technology and third party conferencing
platforms have enabled our office employees to work from home, performing their
job functions with little to no loss of productivity. We required our employees
to work from home as a result of governmental isolation orders and, in many
cases, in advance of those orders for the health and safety of our employees.
For the most part, our warehouses and regional distribution centers have
remained open. Under various isolation orders by national, state, provincial and
local governments, we have been exempted as an "essential" business as the
products we sell are necessary for the maintenance and functioning of the energy
infrastructure and other industries. We have taken measures to safeguard the
health and welfare of our employees, including social distancing measures while
at work, certain screening, providing personal protection equipment such as
gloves, face masks and hand sanitizer and sterilizing cleaning services at
Company facilities. As various governmental isolation orders are lifted or
phased out, we are reviewing our operational plans to continue operating our
business while addressing the health and safety of our employees and those with
whom our business comes into contact.

As a distribution business, we have also closely monitored the ability of our
suppliers and transportation providers to continue the functioning of our supply
chain. We have not experienced significant delays by transportation providers or
significant delays in our supply chains. Our inventory position for most
products has allowed us to continue supply to most customers with little
interruption. In those instances where there is interruption, we are working
with our customers to discuss the impact of the COVID-19 delay. We continue to
monitor the situation and have ongoing dialogue with our vendors and customers
regarding the status of impacted orders.

Management expects industry activity levels and spending by customers to
decrease throughout the remainder of 2020 as oil supplies continue to increase
and demand destruction from COVID-19 remains.  A prolonged contraction of
activity related to oil and gas and a long lasting economic impact from COVID-19
may have a further adversely impact on our results and the carrying value of
long-lived assets, inventory and related business segment goodwill. DXP remains
committed to streamlining operations and improving organizational efficiencies
while continuing to focus on delivering the products and services that remain in
the Company's backlog.  We believe this strategy will further advance the
Company's competitive position, regardless of the market environment.


                                       17
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RESULTS OF OPERATIONS
(in thousands, except percentages and per share data)

DXP is organized into three business segments: Service Centers ("SC"), Supply
Chain Services ("SCS") and Innovative Pumping Solutions ("IPS"). The Service
Centers are engaged in providing maintenance, repair and operating ("MRO")
products, equipment and integrated services, including technical expertise and
logistics capabilities, to industrial customers with the ability to provide same
day delivery. The Service Centers provide a wide range of MRO products and
services in the rotating equipment, bearing, power transmission, hose, fluid
power, metal working, industrial supply and safety product and service
categories. The SCS segment provides a wide range of MRO products and manages
all or part of our customer's supply chain function, and inventory management.
The IPS segment fabricates and assembles integrated pump system packages custom
made to customer specifications, remanufactures pumps and manufactures branded
private label pumps. Over 90% of DXP's revenues represent sales of products.
                                                                            

Three Months Ended June 30,


                                                                2020                      %                2019                %
Sales                                                     $    251,401                  100.0  %       $ 333,318             100.0  %
Cost of sales                                                  181,705                   72.3  %         241,331              72.4  %
Gross profit                                              $     69,696                   27.7  %       $  91,987              27.6  %
Selling, general and administrative expenses                    62,943                   25.0  %          69,140              20.7  %
Income from operations                                    $      6,753                    2.7  %       $  22,847               6.9  %
Other (income) expense, net                                        133                    0.1  %             185               0.1  %
Interest expense                                                 3,930                    1.6  %           4,885               1.5  %
Income before income taxes                                $      2,690                    1.1  %       $  17,777               5.3  %
Provision for income taxes (benefit)                               610                    0.2  %           4,427               1.3  %
Net income                                                $      2,080                    0.8  %       $  13,350               4.0  %

Net (loss) income attributable to noncontrolling interest (62)

                 -               (109)                -

Net income attributable to DXP Enterprises, Inc. $ 2,142

               0.9  %       $  13,459               4.0  %
Per share amounts attributable to DXP Enterprises, Inc.
Basic earnings per share                                          0.12                                 $    0.76
Diluted earnings per share                                        0.12                                 $    0.73

Three Months Ended June 30, 2020 compared to Three Months Ended June 30, 2019



SALES. Sales for the three months ended June 30, 2020 decreased $81.9 million,
or 24.6%, to approximately $251.4 million from $333.3 million for the prior
year's corresponding period. Sales from businesses acquired during the year
accounted for $4.5 million of the sales for the three months ended June 30,
2020. This overall sales decrease is the result of a decrease in sales in our
SC, IPS and SCS segments of $46.1 million, $20.5 million and $15.2 million,
respectively. The fluctuations in sales is further explained in our business
segment discussions below.
                                                     Three Months Ended June 30,
                                          2020            2019           Change        Change%

       Sales by Business Segment                   (in thousands, except

change%)


       Service Centers                $ 153,848       $ 199,978       $ 

(46,130) (23.1) %


       Innovative Pumping Solutions      60,479          81,028         (20,549)       (25.4) %
       Supply Chain Services             37,074          52,312         (15,238)       (29.1) %
       Total DXP Sales                $ 251,401       $ 333,318       $ (81,917)       (24.6) %








                                       18

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Service Centers segment. Sales for the Service Centers segment decreased by
approximately $46.1 million, or 23.1% for the three months ended June 30, 2020
compared to the prior year's corresponding period. Excluding $4.5 million of
second quarter 2020 Service Centers segment sales from businesses acquired,
Service Centers segment sales for the second quarter in 2020 decreased $50.6
million, or 25.3% from the prior year's corresponding period. This sales
decrease is primarily the result of decreased sales of metal working, safety
supply products and bearings to customers engaged in the OEM oil and gas markets
in connection with decreased capital spending by oil and gas producers as well
as the negative economic impacts of the COVID-19 pandemic. We expect that this
level of sales to the oil and gas industry will likely continue to decline if
U.S. crude oil production remains at levels experienced during the quarter. With
a prolonged economic shutdown related to COVID-19, we will likely experience a
further decline in overall segment sales.

Innovative Pumping Solutions segment. Sales for the IPS segment decreased by
$20.5 million, or 25.4% for the three months ended June 30, 2020 compared to the
prior year's corresponding period. This decrease was primarily the result of a
decrease in the capital spending by oil and gas producers and related businesses
stemming from a decrease in U.S. crude oil production due to low crude prices
and the negative economic impacts of COVID-19. This level of IPS sales will
likely continue to decline during the remainder of 2020 if the U.S. crude oil
production remains at levels experienced during the first six months of 2020.

Supply Chain Services segment. Sales for the SCS segment decreased by $15.2
million, or 29.1%, for the three months ended June 30, 2020, compared to the
prior year's corresponding period. The decline in sales is primarily related to
decreased sales to customers in the aerospace and oil and gas industries due to
the economic impacts of the COVID-19 pandemic.

GROSS PROFIT. Gross profit as a percentage of sales for the three months ended
June 30, 2020 increased by approximately 13 basis points from the prior year's
corresponding period. Excluding the impact of the businesses acquired, gross
profit as a percentage of sales increased by approximately 15 basis points. The
increase in the gross profit percentage excluding the businesses acquired is
primarily the result of an approximate 292 basis point increase in the gross
profit percentage in our SCS segment, partially offset by a 53 basis point
decrease in the gross profit percentage in our SC segment and a 5 basis point
decrease in the gross profit percentage in our IPS segment.

Innovative Pumping Solutions segment. As a percentage of sales, the second
quarter gross profit percentage for the IPS segment increased approximately 5
basis points from the prior year's corresponding period primarily as a result of
an increase in utilization and capacity within IPS' engineered-to-order business
and an overall improvement in the pricing environment. Additionally, gross
profit margins for individual orders have continued to improve because of the
increase in sales of built-to-order customer specific products. Operating income
for the IPS segment decreased $3.5 million or 28.8%, during the second quarter
of 2020 compared to the prior year's corresponding period. The decrease in
operating income is primarily the result of the above-mentioned decrease in
sales.

Service Centers segment. As a percentage of sales, the second quarter gross
profit percentage for the Service Centers decreased approximately 59 basis
points and decreased approximately 53 basis points, adjusting for the businesses
acquired, from the prior year's corresponding period. This was primarily as a
result of sales mix and price increases from vendors. Operating income for the
Service Centers segment decreased $9.6 million, or 41.2%, during the second
quarter of 2020 compared to the prior year's corresponding period. . The
decrease in operating income is primarily the result of the decline in sales due
to the items discussed above.

Supply Chain Services segment. Gross profit as a percentage of sales for the SCS
segment increased approximately 292 basis points, compared to the prior year's
corresponding period. This was primarily as a result of costs associated with
new customer implementation in 2019 with no comparable activity in 2020.
Operating income for the second quarter of 2020 decreased $0.4 million compared
to the prior year's corresponding period mainly due to the above- mentioned
decrease in sales.

SELLING, GENERAL AND ADMINISTRATIVE ("SG&A"). Selling, general and
administrative expense for the three months ended June 30, 2020 decreased by
approximately $6.2 million, or 9.0%, to $62.9 million from $69.1 million for the
prior year's corresponding period. Selling, general and administrative expense
from businesses acquired accounted for $1.2 million. Excluding expenses from
businesses acquired, SG&A for the quarter decreased by $7.4 million, or 10.7%.
The overall decrease in SG&A is primarily the result of decreased payroll,
incentive compensation and related taxes and 401(k) expenses as a result of
decreased business activity and cost reduction actions associated with COVID-19
and depressed demand in oil and gas markets. Adjusting for the businesses
acquired, the second quarter 2020 expense decreased 428 basis points to 25.0%
from 20.7% for the prior year's corresponding period primarily as a result of
the fixed cost leverage nature of SG&A.

OPERATING INCOME. Operating income for the second quarter of 2020 decreased by
$16.1 million to $6.8 million, from $22.8 million in the prior year's
corresponding period. This decrease in operating income is primarily related to
the above mentioned decrease in sales discussed above.
                                       19
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INTEREST EXPENSE. Interest expense for the second quarter of 2020 decreased $1.0
million compared with the prior year's corresponding period due to lower LIBOR
rates and a reduction in principal balance.

INCOME TAXES. Our effective tax rate from continuing operations was a tax
expense of 22.9% for the three months ended June 30, 2020 compared to a tax
expense of 24.9% for the three months ended June 30, 2019. Compared to the U.S.
statutory rate for the three months ended June 30, 2020, the effective tax rate
was increased by state taxes, foreign taxes, and nondeductible expenses. The
effective tax rate was decreased by research and development tax credits and
other tax credits.

Compared to the U.S. statutory rate for the three months ended June 30, 2019,
the effective tax rate was increased by state taxes, foreign taxes and
nondeductible expenses. The effective tax rate was decreased by research and
development tax credits and other tax credits.

                                                                            

Six Months Ended June 30,


                                                                2020                  %                 2019                %
Sales                                                      $    552,384              100.0  %       $ 644,543             100.0  %
Cost of sales                                                   398,703               72.2  %         468,356              72.7  %
Gross profit                                               $    153,681               27.8  %       $ 176,187              27.3  %
Selling, general and administrative expenses                    136,013               24.6  %         138,524              21.5  %
Income from operations                                     $     17,668                3.2  %       $  37,663               5.8  %
Other (income) expense, net                                        (701)              (0.1) %             152                 -  %
Interest expense                                                  8,307                1.5  %           9,925               1.5  %
Income before income taxes                                 $     10,062                1.8  %       $  27,586               4.3  %
Provision for income taxes (benefit)                              2,334                0.4  %           7,049               1.1  %
Net income                                                 $      7,728                1.4  %       $  20,537               3.2  %
Net loss attributable to noncontrolling interest                   (124)                 -               (213)                -
Net income attributable to DXP Enterprises, Inc.           $      7,852                1.4  %       $  20,750               3.2  %
Per share amounts attributable to DXP Enterprises, Inc.
Basic earnings per share                                   $       0.44                             $    1.18
Diluted earnings per share                                 $       0.42                             $    1.13

Six Months Ended June 30, 2020 compared to Six Months Ended June 30, 2019



SALES. Sales for the six months ended June 30, 2020 decreased $92.2 million, or
14.3%, to approximately $552.4 million from $644.5 million for the prior year's
corresponding period. This sales decrease is the result of a decrease in sales
in our SC, IPS and SCS segments of $49.7 million, $25.3 million, and $17.2
million, respectively. The fluctuations in sales are further explained in our
business segment discussions below.
                                                      Six Months Ended June 

30,


                                          2020            2019           

Change Change%


       Sales by Business Segment                   (in thousands, except

change%)


       Service Centers                  336,433         386,157       $ 

(49,724) (12.9) %


       Innovative Pumping Solutions     130,500         155,751         (25,251)       (16.2) %
       Supply Chain Services             85,451         102,635         (17,184)       (16.7) %
       Total DXP Sales                $ 552,384       $ 644,543       $ (92,159)       (14.3) %



                                       20

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Service Centers segment. Sales for the Service Centers segment decreased by
$49.7 million, or 12.9% for the six months ended June 30, 2020 compared to the
prior year's corresponding period. Excluding $9.7 million of Service Center
segment sales for the six months ended June 30, 2020 from businesses acquired,
Service Centers segment sales decreased $59.5 million, or 15.4% from the prior
year's corresponding period. This sales decrease is primarily the result of
decreased sales of metal working, safety supply products and bearings to
customers engaged in the OEM oil and gas markets in connection with decreased
capital spending by oil and gas producers as well as the negative economic
impacts of the COVID-19 pandemic. We expect that this level of sales to the oil
and gas industry will likely continue to decline if U.S. crude oil production
remains at levels experienced during the first six months of 2020. With a
prolonged economic shutdown related to COVID-19, we will likely experience a
further decline in overall segment sales.

Supply Chain Services segment. Sales for the SCS segment decreased by $17.2
million, or 16.7%, for the six months ended June 30, 2020, compared to the prior
year's corresponding period. The decline in sales is primarily related to
decreased sales to customers in the aerospace and oil and gas industries due to
the economic impacts of the COVID-19 pandemic.

Innovative Pumping Solutions segment. Sales for the IPS segment decreased by
$25.3 million, or 16.2% for the six months ended June 30, 2020 compared to the
prior year's corresponding period. This decrease was primarily the result of a
decrease in the capital spending by oil and gas producers and related businesses
stemming from a decrease in U.S. crude oil production due to low crude prices
and the economic impacts of COVID-19. This level of IPS sales will likely
continue to decline during the remainder of 2020 if U.S. crude oil production
remains at levels experienced during the first six months of 2020.

GROSS PROFIT. Gross profit as a percentage of sales for the six months ended
June 30, 2020 increased by approximately 49 basis points from the prior year's
corresponding period. Excluding the impact of the businesses acquired, gross
profit as a percentage of sales increased by approximately 53 basis points. The
increase in the gross profit percentage is primarily the result of an
approximate 208 basis point increase in the gross profit percentage in our IPS
segment and 143 basis point increase in the gross profit percentage in our SCS
segment, partially offset by a 35 basis point decrease in the gross profit
percentage in our SC segment excluding businesses acquired during the six months
ended June 30, 2020.

Innovative Pumping Solutions segment. As a percentage of sales, the six months
ended June 30, 2020 gross profit percentage for the IPS segment increased
approximately 208 basis points from the prior year's corresponding period
primarily as a result of an increase in utilization and capacity within IPS'
engineered-to-order business and an overall improvement in the pricing
environment driven by an increase in capital spending by oil and gas producers.
Additionally, gross profit margins for individual orders have continued to
improve because of the increase in sales of built to order customer specific
products. Operating income for the IPS segment increased $0.2 million or 0.9%,
primarily as a result of the below mentioned decrease in SG&A.

Service Centers segment. As a percentage of sales, the six months ended June 30,
2020 gross profit percentage for the Service Centers decreased approximately 44
basis points from the prior year's corresponding period. This was primarily as a
result of sales mix and price increases from vendors. Operating income for the
Service Centers segment decreased $11.6 million, or 27.5%. The decrease in
operating income is primarily the result of a decline in sales.

Supply Chain Services segment. Gross profit as a percentage of sales increased
approximately 143 basis points, compared to the prior year's corresponding
period. This was primarily as a result of costs associated with new customer
site implementations which are incurred prior to sales in the comparable 2019
period. Operating income for the six month period of 2020 decreased $0.8 million
compared to the prior year's corresponding period mainly due to a decrease in
SG&A expense of $1.8 million primarily related to payroll and incentive
compensation.

SELLING, GENERAL AND ADMINISTRATIVE ("SG&A"). Selling, general and
administrative expense for the six months ended June 30, 2020 decreased by
approximately $2.5 million, or 1.8%, to $136.0 million from $138.5 million for
the prior year's corresponding period. Selling, general and administrative
expense from businesses acquired accounted for $2.6 million. Excluding expenses
from businesses acquired, SG&A for the six months ended June 30, 2020 decreased
by $5.1 million, or 3.7%. The overall decrease in SG&A is the result of
decreased payroll, incentive compensation and related taxes and 401(k) expenses
as a result of decreased business activity and cost reduction actions associated
with COVID-19 and depressed demand in oil and gas markets. The overall decrease
adjusting for the businesses acquired, increased 309 basis points to 24.6% from
21.5% for the prior year's corresponding period primarily as a result of the
fixed cost leverage nature of SG&A.

OPERATING INCOME. Operating income for the six months ended June 30, 2020 decreased by $20.0 million, or 53.1%, to $17.7 million, from $37.7 million in the prior year's corresponding period. This decrease in operating income is primarily related to the decrease in sales discussed above.


                                       21
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INTEREST EXPENSE. Interest expense for the six months ended June 30, 2020 decreased $1.6 million compared with the prior year's corresponding period due to lower LIBOR rates and a reduction in principal balance.



INCOME TAXES. Our effective tax rate from continuing operations was a tax
expense of 23.2% for the six months ended June 30, 2020 compared to a tax
expense of 25.6% for the six months ended June 30, 2019. Compared to the U.S.
statutory rate for the six months ended June 30, 2020, the effective tax rate
was increased by state taxes, foreign taxes and nondeductible. The effective tax
rate decreased primarily due to research and development tax credits and other
tax credits.
Compared to the U.S. statutory rate for the six months ended June 30, 2019, the
effective tax rate was increased by state taxes, foreign taxes, and
nondeductible expenses. The effective tax rate was decreased by research and
development tax credits and other tax credits.



LIQUIDITY AND CAPITAL RESOURCES

General Overview



As of June 30, 2020, we had cash and cash equivalents of $78.8 million and bank
and other borrowings of $222.6 million. We have a $135 million Asset-Based loan
facility that is due to mature in August 2022, under which we had no borrowings
outstanding as of June 30, 2020.

Our primary source of capital is cash flow from operations, supplemented as
necessary by bank borrowings or other sources of financing. As a distributor of
MRO products and services and fabricator of custom pumps and packages, working
capital can fluctuate as a result of changes in inventory levels, accounts
receivable and costs in excess of billings for project work. Additional cash is
required for capital items for information technology, warehouse equipment,
leasehold improvements, pump manufacturing equipment and safety services
equipment. We also require cash to pay our lease obligations and to service our
debt.

The following table summarizes our net cash flows used in operating activities,
net cash used in investing activities and net cash used in financing activities
for the periods presented (in thousands):
                                        Six Months Ended June 30,
                                        2020                    2019
Net Cash Provided by (Used in):
Operating Activities              $     61,764              $  (3,460)
Investing Activities                   (19,163)                (8,550)
Financing Activities                   (17,133)                (3,267)
Effect of Foreign Currency              (1,025)                   311
Net Change in Cash                $     24,443              $ (14,966)



Operating Activities

The Company provided $61.8 million of cash in operating activities during the
six months ended June 30, 2020 compared to using $3.5 million of cash during the
prior year's corresponding period. The $65.2 million increase in the amount of
cash provided between the two periods was primarily driven by the collections of
receivables associated with trade accounts receivables and decreased inventory
purchases.

Investing Activities

For the six months ended June 30, 2020, net cash used in investing activities
was $19.2 million compared to $8.6 million in the corresponding period in June
30, 2019. This $10.6 million increase was primarily driven by the purchase of
PSI and Turbo in the first quarter of 2020. For the six months ended June 30,
2020, purchases of property and equipment decreased to approximately $5.1
million compared to $8.6 million in 2019 primarily due to leasehold improvements
in 2019 with no comparable activity in 2020.

                                       22
--------------------------------------------------------------------------------

Financing Activities



For the six months ended June 30, 2020, net cash used in financing activities
was $17.1 million, compared to net cash used in financing activities of $3.3
million for the corresponding period in June 30, 2019. The activity in the
period was primarily attributed to Term Loan B payments of $15.6 million in 2020
compared to $1.3 million in 2019 and $1.1 million associated with common stock
sold in public markets in 2020.

On May 11, 2020, the Company entered into an Equity Distribution Agreement (the
"Equity Distribution Agreement") with BMO Capital Markets Corp. (the
"Distribution Agent") pursuant to which the Company may offer and sell shares of
the Company's common stock, par value $0.01 per share, having an aggregate
offering price of up to $37,500,000 from time to time through the Distribution
Agent. Sales, if any, of the Company's common stock pursuant to the Equity
Distribution Agreement will be made in "at the market offerings" as defined in
Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. During
the three months ended June 30, 2020, the Company issued and sold 46,000 shares
of common stock under the Equity Distribution Agreement, with net proceeds
totaling approximately $1.1 million, after deducting the Distribution Agent's
commission of approximately $26 thousand.

On March 17, 2020, the Company entered into an Increase Agreement (the "Increase
Agreement") that provided for a $135 million asset-backed revolving line of
credit (the "ABL Revolver"), a $50 million increase from the $85.0 million
available under the original revolver. During the six months ended June 30,
2020, the amount available to be borrowed under our credit facility increased to
$131.0 million compared to $81.6 million at December 31, 2019, primarily as a
result of the above mentioned Increase Agreement offset by outstanding letters
of credit.

We believe this is adequate funding to support working capital needs within the business.



Funding Commitments

We intend to pursue additional acquisition targets, but the timing, size or
success of any acquisition effort and the related potential capital commitments
cannot be determined with certainty. We continue to expect to fund future
acquisitions primarily with cash flows from operations and borrowings, including
the undrawn portion of the credit facility or new debt issuances, but may also
issue additional equity either directly or in connection with acquisitions.
There can be no assurance that additional financing for acquisitions will be
available at terms acceptable to us.

We believe our cash generated from operations will meet our normal working
capital needs during the next twelve months. However, we may require additional
debt outside of our credit facilities or equity financing to fund potential
acquisitions. Such additional financings may include additional bank debt or the
public or private sale of debt or equity securities. In connection with any such
financing, we may issue securities that substantially dilute the interests of
our shareholders.

DISCUSSION OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES



Critical accounting and business policies are those that are both most important
to the portrayal of a company's financial position and results of operations,
and require management's subjective or complex judgments. These policies have
been discussed with the Audit Committee of the Board of Directors of DXP.

The Company's condensed financial statements are prepared in accordance with
accounting principles generally accepted in the United States of America ("US
GAAP"). The accompanying Condensed Consolidated Financial Statements include the
accounts of the Company, its wholly owned subsidiaries and its variable interest
entity ("VIE"). The accompanying unaudited Condensed Consolidated Financial
Statements have been prepared on substantially the same basis as our annual
Consolidated Financial Statements and should be read in conjunction with our
annual report on Form 10-K for the year ended December 31, 2019. For a more
complete discussion of our significant accounting policies and business
practices, refer to the consolidated annual report on Form 10-K filed with the
Securities and Exchange Commission on March 13, 2020. The results of operations
for the six months ended June 30, 2020 are not necessarily indicative of results
expected for the full fiscal year.

RECENT ACCOUNTING PRONOUNCEMENTS

See Note 3 - Recent Accounting Pronouncements to the Condensed Consolidated Financial Statements for information regarding recent accounting pronouncements.


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