10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q/A

(Amendment No. 1)

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.  For the quarterly period ended June 30, 2012

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 or organization)	(I.R.S. Employer Identification Number)
7272 Pinemont, Houston, Texas 77040	(713) 996-4700
(Address of principal executive offices)	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 [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data file required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 

Yes [X]   No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):

Large accelerated filer [  ] Accelerated filer [X]

Non-accelerated filer   [  ] Smaller reporting company [  ]

(Do not check if a smaller reporting company)     

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ] No [X]

Number of shares of registrant’s Common Stock outstanding as of August 8, 2012:  14,168,086.

EXPLANATORY NOTE

DXP Enterprises, Inc. is filing this Amendment No. 1 (the "Form 10-Q/A") to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (the "Form 10-Q"), filed with the Securities and Exchange Commission ("SEC") on August 9, 2012, for the sole purpose of furnishing the Interactive Data File as Exhibit 101.  The Interactive Data File was omitted from the Form 10-Q as originally filed as allowed by the SEC in accordance with the 30 day grace period

ITEM 6. 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 Commission on August 20, 1998).

3.2 Bylaws (incorporated by reference to Exhibit 3.2 to the Registrant’s Registration Statement on Form S-4 (Reg. No. 333-10021), filed with the Commission on August 12, 1996).

3.3 Amendment No. 1 to Bylaws (incorporated by reference to Exhibit A to the Registrant’s Current Report on Form 8-K, filed with the Commission on July 28, 2011).

10.1 Amendment One to David Little Equity Incentive Program (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on May 11, 2012).

10.2 Arrangement Agreement, dated as of April 30, 2012, whereby DXP Enterprises, Inc. agreed to acquire all of the shares of HSE Integrated Ltd., (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed with the Commission on May 1, 2012).

10.3 Schedule A to the Arrangement Agreement dated April 30, 2012 between HSE Integrated Ltd., DXP Canada Enterprises Ltd. and DXP Enterprises, Inc., Plan of Arrangement Under Section 193 of the Business Corporations Act (Alberta) (amended as of and effective June 28, 2012) (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, filed with the Commission on July 13, 2012).

10.4 Credit Agreement by and among DXP Enterprises, Inc., as US Borrower, DXP Canada Enterprises Ltd., as Canadian Borrower, and Wells Fargo Bank, National Association, as Issuing Lender, Swingline Lender and Administrative Agent for the Lenders, dated as of July 11, 2012 (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, filed with the Commission on July 13, 2012).

31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and rule 15d-14(a) of the Securities Exchange Act, as amended.*

31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and rule 15d-14(a) of the Securities Exchange Act, as amended.*

32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

 101 The following financial information from DXP's Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, formatted in XBRL (eXtensible Business Reporting Language) detail tagging: (i) Condensed Consolidated Statements of Income for the three and six months ended June 30, 2012, (ii) Condensed Consolidated Balance Sheet at June 30, 2012 and December 31, 2011, (iii) Condensed Consolidated Statements of Cash Flows for June 30, 2012 and 2011, and (iv) the Notes to Condensed Consolidated Financial Statements.

* Previously furnished

SIGNATURES

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, thereunto duly authorized.

DXP ENTERPRISES, INC.

(Registrant)

By: /s/MAC McCONNELL

           Mac McConnell

Senior Vice-President/Finance and

Chief Financial Officer

(Duly Authorized Signatory and Principal Financial Officer)

Dated:  September 7, 2012

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ACQUISITIONS (Details) (USD $)	3 Months Ended		6 Months Ended				0 Months Ended				0 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011	Oct. 10, 2011 Kenneth Crosby [Member]	Dec. 31, 2011 C.W.Rod Tool Company [Member]	Dec. 30, 2011 C.W.Rod Tool Company [Member]	Jan. 31, 2012 Mid-Continent Safety [Member]	Feb. 29, 2012 Pump & Power Equipment, Inc. [Member]	May 02, 2012 Industrial Paramedic Services [Member]	May 01, 2012 Industrial Paramedic Services [Member]	May 01, 2012 Industrial Paramedic Services [Member] Promissory Notes [Member]
Business Acquisition [Line Items]
Purchase price						$ 16,000,000		$ 43,000,000	$ 3,800,000	$ 1,900,000		$ 24,100,000
Borrowings under existing credit facility						16,000,000		43,000,000	3,800,000	1,900,000		20,600,000
Goodwill on acquisition						5,800,000		10,000,000	1,200,000	700,000		11,900,000
Purchase price, common stock								1,100,000
Number of shares issued on acquisition (in shares)							35,714				19,685
Purchase price, cash paid								43,000,000
Cash paid in form of checks					36,700,000			36,700,000
Number of locations in which entity operates												3
Borrowings under notes													2,500,000
Stated interest rate (in hundredths)												5.00%
Purchase price allocation [Abstract]
Cash	696,000		696,000
Accounts Receivable, net	25,498,000		25,498,000
Inventory, net	15,856,000		15,856,000
Property and equipment	4,485,000		4,485,000
Goodwill and intangibles	68,793,000		68,793,000
Other assets	456,000		456,000
Assets acquired	115,784,000		115,784,000
Current liabilities assumed	(9,594,000)		(9,594,000)
Non current liabilities assumed	(5,142,000)		(5,142,000)
Net assets acquired	101,048,000		101,048,000
Pro Forma Information [Abstract]
Net sales	264,177,000	237,251,000	527,290,000	457,836,000
Net income	$ 12,139,000	$ 9,575,000	$ 24,317,000	$ 17,515,000
Per share data [Abstract]
Basic earnings (in dollars per share)	$ 0.84	$ 0.67	$ 1.69	$ 1.22
Diluted earnings (in dollars per share)	$ 0.80	$ 0.63	$ 1.60	$ 1.15

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SUBSEQUENT EVENTS (Tables)

6 Months Ended

Jun. 30, 2012

Subsequent Event [Line Items]

Estimated fair values of assets acquired and liabilities assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed during 2011 and 2012 in connection with the acquisitions described above and two small acquisitions completed in the second quarter of 2012 (in thousands):

Cash	$       696
Accounts Receivable, net	25,498
Inventory, net	15,856
Property and equipment	4,485
Goodwill and intangibles	68,793
Other assets	456
Assets acquired	115,784
Current liabilities assumed	(9,594)
Non-current liabilities assumed	(5,142)
Net assets acquired	$101,048

Pro forma unaudited results of operations

The pro forma unaudited results of operations for the Company on a consolidated basis for the three months and six months ended June 30, 2011 and 2012, assuming the acquisition of businesses completed in 2011 and 2012 were consummated as of January 1, 2011 follows (unaudited, in thousands, except per share data):

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Net sales	$ 264,177	$ 237,251	$ 527,290	$ 457,836
Net income	12,139	9,575	24,317	17,515
Per share data
Basic earnings	$0.84	$0.67	$1.69	$1.22
Diluted earnings	$0.80	$0.63	$1.60	$1.15

Subsequent Event [Member]

Subsequent Event [Line Items]

Estimated fair values of assets acquired and liabilities assumed

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed in the acquisition of HSE (in millions):

Cash	$   11
Accounts Receivable, net	24
Inventory, net	-
Property and equipment	33
Goodwill and intangibles	47
Other assets	2
Assets acquired	117
Current liabilities assumed	(14)
Non-current liabilities assumed	(18)
Net assets acquired	$    85

Pro forma unaudited results of operations

The preliminary estimated pro forma unaudited results of operations for the Company on a consolidated basis for the three months and six months ended June 30, 2011 and 2012, assuming the acquisition of HSE was consummated as of January 1, 2011 follows (unaudited, in thousands, except per share data):

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Net sales	$290,481	$223,399	$570,872	$431,296
Net income	12,696	7,654	25,588	13,493
Per share data
Basic earnings	$0.88	$0.53	$1.78	$0.94
Diluted earnings	$0.83	$0.50	$1.68	$0.89

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RECENT ACCOUNTING PRONOUNCEMENTS

6 Months Ended

Jun. 30, 2012

RECENT ACCOUNTING PRONOUNCEMENTS [Abstract]

RECENT ACCOUNTING PRONOUNCEMENTS

NOTE 3:  RECENT ACCOUNTING PRONOUNCEMENTS

In May 2011, the Financial Accounting Standards Board ("FASB") issued an amendment to the fair value measurement guidance and disclosure requirements.  The new requirements were effective for the first interim or annual period beginning after December 15, 2011 and were to be applied prospectively.  DXP adopted the new requirements in the first quarter of 2012; however, the adoption of this guidance did not have a material effect on its consolidated financial position, results of operations or cash flows.

In June 2011, the FASB issued an amendment to the requirements for presenting comprehensive income.  The new requirements were effective for the first interim or annual period beginning after December 15, 2011 and were to be applied retrospectively.  The standard requires other comprehensive income to be presented in a continuous statement of comprehensive income that would combine the components of net income and other comprehensive income, or in a separate, but consecutive, statement following the statement of income.  DXP elected to early adopt these new requirements effective December 31, 2011.

In September 2010, the FASB issued an accounting standards update with new guidance on annual goodwill impairment testing.  The standards update allows an entity to first assess qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than it's carrying amount.  If based on its qualitative assessment an entity concludes it is more likely than not that the fair value of a reporting unit is less than its carrying amount, quantitative impairment testing is required.  However, if an entity concludes otherwise, quantitative impairment testing is not required.  The standards update is effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011, with early adoption permitted.  DXP elected to early adopt these new requirements effective December 31, 2011.

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GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011
Total Goodwill and Intangible Assets [Roll Forward]
Balance at beginning of period			$ 144,958
Acquired during the year			35,442
Adjustment to prior year estimates			0
Amortization	(2,556)	(1,604)	(4,790)	(3,210)
Balance as of end of period	175,610		175,610
Goodwill [Roll Forward]
Balance at beginning of period			101,764
Acquired during the year			18,130
Adjustments to prior year estimates			(50)
Balance at end of period	119,844		119,844
Other Intangibles [Roll Forward]
Balance at beginning of period			43,194
Acquired during the year			17,312
Adjustments to prior year estimates			50
Amortization	(2,556)	(1,604)	(4,790)	(3,210)
Balance at end of period	55,766		55,766
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	86,731		86,731		69,369
Accumulated amortization	(30,965)		(30,965)		(26,175)
Vendor Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	2,496		2,496		2,496
Accumulated amortization	(1,018)		(1,018)		(956)
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	81,022		81,022		64,262
Accumulated amortization	(28,078)		(28,078)		(23,508)
Non-Compete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	3,213		3,213		2,611
Accumulated amortization	$ (1,869)		$ (1,869)		$ (1,711)

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INVENTORY (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
INVENTORY [Abstract]
Finished goods	$ 106,263	$ 102,645
Work in process	7,253	5,246
Obsolescence reserve	(14,127)	(13,990)
Inventories	$ 99,389	$ 93,901

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EARNINGS PER SHARE DATA (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Basic [Abstract]
Weighted average shares outstanding (in shares)	14,392,000	14,327,000	14,360,000	14,303,000
Net income	$ 12,177,000	$ 7,610,000	$ 23,823,000	$ 13,953,000
Convertible preferred stock dividend	(22,000)	(22,000)	(45,000)	(45,000)
Net income attributable to common shareholders	12,155,000	7,588,000	23,778,000	13,908,000
Per share amount (in dollars per share)	$ 0.84	$ 0.53	$ 1.66	$ 0.97
Diluted [Abstract]
Weighted average shares outstanding (in shares)	14,392,000	14,327,000	14,360,000	14,303,000
Assumed conversion of convertible preferred stock (in shares)	840,000	840,000	840,000	840,000
Total (in shares)	15,232,000	15,167,000	15,200,000	15,143,000
Net income attributable to common shareholders	12,155,000	7,588,000	23,778,000	13,908,000
Convertible preferred stock dividend	22,000	22,000	45,000	45,000
Net income for diluted earnings per share	$ 12,177,000	$ 7,610,000	$ 23,823,000	$ 13,953,000
Per share amount (in dollars per share)	$ 0.80	$ 0.50	$ 1.57	$ 0.92

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SEGMENT REPORTING (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Segment Reporting Information [Line Items]
Sales	$ 261,894	$ 197,675	$ 514,181	$ 380,762
Operating income for reportable segments	33,332	22,561	62,951	42,114
Adjustment for [Abstract]
Amortization of intangibles	2,556	1,604	4,790	3,210
Corporate and other expense, net	9,929	7,326	17,409	13,731
Operating income	20,847	13,631	40,752	25,173
Interest expense, net	762	1,023	1,591	2,045
Other expense (income), net	3	(15)	(12)	(36)
Income before income taxes	20,082	12,623	39,173	23,164
Service Centers [Member]
Segment Reporting Information [Line Items]
Sales	184,106	139,503	359,178	271,054
Operating income for reportable segments	22,491	17,340	41,045	32,121
Innovative Pumping Solutions [Member]
Segment Reporting Information [Line Items]
Sales	35,177	21,814	74,612	38,499
Operating income for reportable segments	6,939	3,085	15,187	5,943
Supply Chain Services [Member]
Segment Reporting Information [Line Items]
Sales	42,611	36,358	80,391	71,209
Operating income for reportable segments	$ 3,902	$ 2,136	$ 6,719	$ 4,050

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THE COMPANY

6 Months Ended

Jun. 30, 2012

THE COMPANY [Abstract]

THE COMPANY

NOTE 2: THE COMPANY

DXP Enterprises, Inc., a Texas corporation, was incorporated on July 26, 1996, to be the successor to SEPCO Industries, Inc. DXP Enterprises, Inc. and its subsidiaries are engaged in the business of distributing maintenance, repair and operating ("MRO") products, equipment and service to industrial customers.  The Company is organized into three segments:  Service Centers, Supply Chain Services ("SCS") and Innovative Pumping Solutions ("IPS").  See Note 8 for discussion of the business segments.

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FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (Details) (USD $)	3 Months Ended	6 Months Ended
	Dec. 31, 2011	Jun. 30, 2012 Level 1 [Member]	Jun. 30, 2011 Level 1 [Member]	Dec. 31, 2011 Level 1 [Member]	Dec. 31, 2010 Level 1 [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at beginning of period		$ 1,316,000	$ 0	$ 1,679,000	$ 0
Investments during period		105,000	0
Realized and unrealized gain (losses) included in other comprehensive income		(468,000)	0
Fair value at end of period		1,316,000	0	1,679,000	0
Payments to acquire investment	$ 1,572,000

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UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Current assets:
Cash	$ 6,591	$ 1,507
Trade accounts receivable, net of allowances for doubtful accounts of $6,879 in 2012 and $6,202 in 2011	157,781	137,024
Inventories, net	99,389	93,901
Prepaid expenses and other current assets	3,279	2,230
Deferred income taxes	5,219	4,539
Total current assets	272,259	239,201
Property and equipment, net	27,972	16,911
Goodwill	119,844	101,764
Other intangibles, net of accumulated amortization of $30,965 in 2012 and $26,175 in 2011	55,766	43,194
Non-current deferred income taxes	0	1,588
Other assets	2,372	2,680
Total assets	478,213	405,338
Current liabilities:
Current portion of long-term debt	3,127	694
Trade accounts payable	75,521	62,123
Outstanding checks related to acquisition	0	36,697
Accrued wages and benefits	13,084	12,713
Customer advances	8,507	3,767
Federal income taxes payable	986	2,409
Other accrued liabilities	12,956	16,055
Total current liabilities	114,181	134,458
Long-term debt, less current portion	178,154	114,205
Non-current deferred income taxes	4,190	0
Shareholders' equity:
Common stock, $0.01 par value, 100,000,000 shares authorized; 14,234,210 in 2012 and 14,183,391 in 2011 shares issued	142	141
Paid-in capital	77,223	75,204
Retained earnings	106,473	82,695
Accumulated other comprehensive (loss) income	(334)	64
Treasury stock, at cost (75,471 shares at June 30, 2012 and 65,171 shares at December 31, 2011)	(1,832)	(1,445)
Total shareholders' equity	181,688	156,675
Total liabilities and shareholders' equity	478,213	405,338
Series A Preferred Stock [Member]
Shareholders' equity:
Preferred stock	1	1
Series B Convertible Preferred Stock [Member]
Shareholders' equity:
Preferred stock	$ 15	$ 15

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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) In Millions, unless otherwise specified	Dec. 31, 2011
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS [Abstract]
Cash paid in form of checks	$ 36.7

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SEGMENT REPORTING (Tables)

6 Months Ended

Jun. 30, 2012

SEGMENT REPORTING [Abstract]

Segment reporting financial information

Financial information relating the Company's segments is as follows (in thousands):

	Three Months ended June 30,				Six Months ended June 30,
	Service Centers	Innovative Pumping Solutions	Supply Chain Services	Total	Service Centers	Innovative Pumping Solutions	Supply Chain Services	Total
2012
Sales	$ 184,106	$   35,177	$ 42,611	$ 261,894	$359,178	$74,612	$80,391	$514,181
Operating income for   reportable segments	22,491	6,939	3,902	33,332	41,045	15,187	6,719	62,951
2011
Sales	$ 139,503	$   21,814	$ 36,358	$ 197,675	$271,054	$38,499	$71,209	$380,762
Operating income for   reportable segments	17,340	3,085	2,136	22,561	32,121	5,943	4,050	42,114

Reconciliation of operating income for reportable segments to consolidated income before taxes

A reconciliation of operating income for reportable segments to the consolidated income before taxes is as follows:

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Operating income for reportable segments	$  33,332	$ 22,561	$  62,951	$ 42,114
Adjustment for:
Amortization of intangibles	2,556	1,604	4,790	3,210
Corporate and other expense, net	9,929	7,326	17,409	13,731
Total operating income	20,847	13,631	40,752	25,173
Interest expense, net	762	1,023	1,591	2,045
Other expense (income), net	3	(15)	(12)	(36)
Income before income taxes	$  20,082	$ 12,623	$  39,173	$ 23,164

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ACQUISITIONS (Tables)

6 Months Ended

Jun. 30, 2012

ACQUISITIONS [Abstract]

Estimated fair values of assets acquired and liabilities assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed during 2011 and 2012 in connection with the acquisitions described above and two small acquisitions completed in the second quarter of 2012 (in thousands):

Cash	$       696
Accounts Receivable, net	25,498
Inventory, net	15,856
Property and equipment	4,485
Goodwill and intangibles	68,793
Other assets	456
Assets acquired	115,784
Current liabilities assumed	(9,594)
Non-current liabilities assumed	(5,142)
Net assets acquired	$101,048

Pro forma unaudited results of operations

The pro forma unaudited results of operations for the Company on a consolidated basis for the three months and six months ended June 30, 2011 and 2012, assuming the acquisition of businesses completed in 2011 and 2012 were consummated as of January 1, 2011 follows (unaudited, in thousands, except per share data):

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Net sales	$ 264,177	$ 237,251	$ 527,290	$ 457,836
Net income	12,139	9,575	24,317	17,515
Per share data
Basic earnings	$0.84	$0.67	$1.69	$1.22
Diluted earnings	$0.80	$0.63	$1.60	$1.15

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BASIS OF PRESENTATION

6 Months Ended

Jun. 30, 2012

BASIS OF PRESENTATION [Abstract]

BASIS OF PRESENTATION

NOTE 1: BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q.  Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. DXP Enterprises, Inc. (together with its subsidiaries, the "Company" or "DXP") believes that the presentations and disclosures herein are adequate to make the information not misleading. The condensed consolidated financial statements reflect all elimination entries and adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the interim periods.

The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2011, filed with the Securities and Exchange Commission ("SEC").

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UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2012	Dec. 31, 2011
Current assets:
Trade accounts receivable, allowances for doubtful accounts	$ 6,879	$ 6,202
Accumulated amortization	$ 30,965	$ 26,175
Shareholders' equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock shares issued (in shares)	14,234,210	14,183,391
Treasury stock (in shares)	75,471	65,171
Series A Preferred Stock [Member]
Shareholders' equity:
Preferred stock, par value (in dollars per share)	$ 1.00	$ 1.00
Preferred stock, voting rights	1/10th vote per share	1/10th vote per share
Preferred stock, liquidation preference (in dollars per share)	$ 112	$ 100
Preferred stock, authorized (in shares)	1,000,000	1,000,000
Preferred stock, issued (in shares)	1,122	1,122
Preferred stock, outstanding (in shares)	1,122	1,122
Series B Convertible Preferred Stock [Member]
Shareholders' equity:
Preferred stock, par value (in dollars per share)	$ 1.00	$ 1.00
Preferred stock, voting rights	1/10th vote per share	1/10th vote per share
Preferred stock, Stated value (in dollars per share)	$ 100	$ 100
Preferred stock, liquidation preference (in dollars per share)	$ 1,500	$ 100
Preferred stock, authorized (in shares)	1,000,000	1,000,000
Preferred stock, issued (in shares)	15,000	15,000
Preferred stock, outstanding (in shares)	15,000	15,000

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2012

SUBSEQUENT EVENTS [Abstract]

SUBSEQUENT EVENTS

NOTE 11:  SUBSEQUENT EVENTS

In May 2009, the FASB issued authoritative guidance which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before the financial statements are issued or are available to be issued. The authoritative guidance provides guidance on the period after the balance sheet date during which management of a reporting entity should evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements, the circumstances under which an entity should recognize events or transactions occurring after the balance sheet date in its financial statements and the disclosures that an entity should make about events or transactions that occurred after the balance sheet date. The Company evaluated subsequent events through the date this report was filed with the SEC.

On July 11, 2012, DXP completed the acquisition of HSE Integrated Ltd. ("HSE").  Through its wholly-owned subsidiary, DXP Canada Enterprises Ltd., DXP acquired all of the outstanding common shares of HSE by way of a plan of arrangement under the Business Corporations Act (Alberta) (the "Arrangement").  Pursuant to the Arrangement, HSE shareholders received CDN $1.80 in cash per each common share of HSE held.  The total transaction value is approximately $85 million, including approximately $4 million in debt and approximately $3 million in transaction costs.  The purchase price was financed with borrowings under DXP's new $325 million credit facility.  DXP acquired HSE to expand our industrial health and safety services offering.

On July 11, 2012 DXP entered into a credit facility (the "Facility") with Wells Fargo Bank, National Association, as Issuing Lender, Swingline Lender and Administrative Agent for the lenders.  The Facility consists of a $100 million term loan and a revolving credit facility that provides a $225 million line of credit to the Company.  This Facility replaces the Company's prior credit facility, which was last amended on December 30, 2011 and consisted of a $200 million revolving credit facility.

The new facility expires on July 11, 2017.  The Facility contains financial covenants defining various financial measures and levels of these measures with which the Company must comply. Covenant compliance is assessed as of each quarter end.  Approximately $0.7 million of debt issuance costs associated with the prior credit facility will be expensed in the third quarter of 2012.

DXP has not completed appraisals of intangibles or property and equipment for HSE.  DXP has made preliminary estimates for purposes of this disclosure.  The estimate of goodwill for this acquisition is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.  It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of HSE with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce.  None of the estimated $17 million of goodwill is expected to be tax deductible.  All of the goodwill and operations of HSE are expected to be included in the Service Centers segment.

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed in the acquisition of HSE (in millions):

Cash	$   11
Accounts Receivable, net	24
Inventory, net	-
Property and equipment	33
Goodwill and intangibles	47
Other assets	2
Assets acquired	117
Current liabilities assumed	(14)
Non-current liabilities assumed	(18)
Net assets acquired	$    85

The preliminary estimated pro forma unaudited results of operations for the Company on a consolidated basis for the three months and six months ended June 30, 2011 and 2012, assuming the acquisition of HSE was consummated as of January 1, 2011 follows (unaudited, in thousands, except per share data):

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Net sales	$290,481	$223,399	$570,872	$431,296
Net income	12,696	7,654	25,588	13,493
Per share data
Basic earnings	$0.88	$0.53	$1.78	$0.94
Diluted earnings	$0.83	$0.50	$1.68	$0.89

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2012	Aug. 08, 2012
Document and Entity Information [Abstract]
Entity Registrant Name	DXP ENTERPRISES INC
Entity Central Index Key	0001020710
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		14,168,086
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012

XML

STOCK-BASED COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2012

STOCK-BASED COMPENSATION [Abstract]

Shares authorized and outstanding under the Restricted Stock Plan

The following table provides certain information regarding the shares authorized and outstanding under the Restricted Stock Plan at June 30, 2012:

Number of shares authorized for grants	800,000
Number of shares granted	(648,450)
Number of shares forfeited	64,947
Number of shares available for future grants	216,497
Weighted-average grant price of granted shares	$18.35

Changes in restricted stock for the six months ended June 30, 2012 were as follows:

	Number of Shares	Weighted Average Grant Price
Non-vested at December 31, 2011	228,592	$21.10
Granted	36,496	$37.78
Forfeited	4,209	$21.06
Vested	30,690	$17.64
Non-vested at June 30, 2012	230,189	$24.21

XML

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME [Abstract]
Sales	$ 261,894	$ 197,675	$ 514,181	$ 380,762
Cost of sales	185,265	140,410	366,078	271,070
Gross profit	76,629	57,265	148,103	109,692
Selling, general and administrative expense	55,782	43,634	107,351	84,519
Operating income	20,847	13,631	40,752	25,173
Other income	(3)	15	12	36
Interest expense	(762)	(1,023)	(1,591)	(2,045)
Income before income taxes	20,082	12,623	39,173	23,164
Provision for income taxes	7,905	5,013	15,350	9,211
Net income	12,177	7,610	23,823	13,953
Preferred stock dividend	(22)	(22)	(45)	(45)
Net income attributable to common shareholders	12,155	7,588	23,778	13,908
Net income	12,177	7,610	23,823	13,953
Loss on long-term investment, net of income taxes	(52)	0	(281)	0
Loss on foreign currency valuation, net of income taxes	(117)	0	(117)	0
Comprehensive income	$ 12,008	$ 7,610	$ 23,425	$ 13,953
Basic income per share (in dollars per share)	$ 0.84	$ 0.53	$ 1.66	$ 0.97
Weighted average common shares outstanding (in shares)	14,392	14,327	14,360	14,303
Diluted income per share (in dollars per share)	$ 0.80	$ 0.50	$ 1.57	$ 0.92
Weighted average common and common equivalent shares outstanding (in shares)	15,232	15,167	15,200	15,143

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GOODWILL AND OTHER INTANGIBLE ASSETS

6 Months Ended

Jun. 30, 2012

GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

NOTE 6:  GOODWILL AND OTHER INTANGIBLE ASSETS

The changes in the carrying amount of goodwill and other intangibles during the six months ended June 30, 2012 are as follows (in thousands):

	Total	Goodwill	Other Intangibles
Balance as of December 31, 2011	$ 144,958	$  101,764	$   43,194
Acquired during the year	35,442	18,130	17,312
Adjustments to prior year estimates	-	(50)	50
Amortization	(4,790)	-	(4,790)
Balance as of June 30, 2012	$  175,610	$  119,844	$   55,766

A summary of amortizable other intangible assets follows (in thousands):

	As of June 30, 2012		As of December 31, 2011
	Gross Carrying Amount	Accumulated Amortization	Gross Carrying Amount	Accumulated Amortization
Vendor agreements	$         2,496	$       (1,018)	$         2,496	$          (956)
Customer relationships	81,022	(28,078)	64,262	(23,508)
Non-compete agreements	3,213	(1,869)	2,611	(1,711)
Total	$       86,731	$     (30,965)	$       69,369	$     (26,175)

Other intangible assets are generally amortized on a straight line basis over the useful lives of the assets.

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INVENTORY

6 Months Ended

Jun. 30, 2012

INVENTORY [Abstract]

INVENTORY

NOTE 5: INVENTORY

The carrying values of inventories are as follows (in thousands):

	June 30,  2012	December 31,  2011
Finished goods	$106,263	$ 102,645
Work in process	7,253	5,246
Obsolescence reserve	(14,127)	(13,990)
Inventories	$  99,389	$  93,901

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FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2012

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES [Abstract]

Changes in Level 1 assets

The following presents the changes in Level 1 assets for the six months ended June 30, 2012 and 2011 (in thousands):

	2012	2011
Six Months Ended June 30
Fair value at January 1	$  1,679	-
Investment during period	105	-
Realized and unrealized gains (losses)   included in other comprehensive income	(468)	-
Fair value at June 30	$  1,316	-

XML

INVENTORY (Tables)

6 Months Ended

Jun. 30, 2012

INVENTORY [Abstract]

Carrying values of inventories

The carrying values of inventories are as follows (in thousands):

	June 30,  2012	December 31,  2011
Finished goods	$106,263	$ 102,645
Work in process	7,253	5,246
Obsolescence reserve	(14,127)	(13,990)
Inventories	$  99,389	$  93,901

XML

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

6 Months Ended

Jun. 30, 2012

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES [Abstract]

FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

NOTE 9. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

Authoritative guidance for financial assets and liabilities measured on a recurring basis applies to all financial assets and financial liabilities that are being measured and reported on a fair value basis. Fair value, as defined in the authoritative guidance, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative guidance affects the fair value measurement of an investment with quoted market prices in an active market for identical instruments, which must be classified in one of the following categories:

Level 1 Inputs

These inputs come from quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 Inputs

These inputs are other than quoted prices that are observable for an asset or liability. These inputs include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 Inputs

These are unobservable inputs for the asset or liability which require the Company's own assumptions.

Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels.

The following presents the changes in Level 1 assets for the six months ended June 30, 2012 and 2011 (in thousands):

	2012	2011
Six Months Ended June 30
Fair value at January 1	$  1,679	-
Investment during period	105	-
Realized and unrealized gains (losses)   included in other comprehensive income	(468)	-
Fair value at June 30	$  1,316	-

During the fourth quarter of 2011, the Company paid $1,572,000 for an investment with quoted market prices in an active market.  At December 31, 2011, the market value of this investment was $1,679,000.  During 2012, the Company paid $105,000 for additional shares of this investment.  At June 30, 2012, the market value of the investment was $1,316,000.  The $468,000 decline in the market value during the six months ended June 30, 2012 was included in other comprehensive income in 2012.

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EARNINGS PER SHARE DATA

6 Months Ended

Jun. 30, 2012

EARNINGS PER SHARE DATA [Abstract]

EARNINGS PER SHARE DATA

NOTE 7. EARNINGS PER SHARE DATA

The following table sets forth the computation of basic and diluted earnings per share for the periods indicated.

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Basic:
Weighted average shares outstanding	14,392,145	14,327,266	14,360,246	14,303,209
Net income	$ 12,177,000	$   7,610,000	$ 23,823,000	$ 13,953,000
Convertible preferred stock dividend	(22,000)	(22,000)	(45,000)	(45,000)
Net income attributable to common shareholders	$ 12,155,000	$   7,588,000	$ 23,778,000	$ 13,908,000
Per share amount	$            0.84	$            0.53	$            1.66	$            0.97
Diluted:
Weighted average shares outstanding	14,392,145	14,327,266	14,360,246	14,303,209
Assumed conversion of convertible   preferred stock	840,000	840,000	840,000	840,000
Total	15,232,145	15,167,266	15,200,246	15,143,209
Net income attributable to   common shareholders	$ 12,155,000	$   7,588,000	$ 23,778,000	$ 13,908,000
Convertible preferred stock dividend	22,000	22,000	45,000	45,000
Net income for diluted   earnings per share	$ 12,177,000	$   7,610,000	$ 23,823,000	$ 13,953,000
Per share amount	$            0.80	$            0.50	$            1.57	$            0.92

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SEGMENT REPORTING

6 Months Ended

Jun. 30, 2012

SEGMENT REPORTING [Abstract]

SEGMENT REPORTING

NOTE 8: SEGMENT REPORTING

The Service Centers segment is engaged in providing maintenance, repair and operating products, equipment and integrated services, including logistics capabilities, to industrial customers.  The Service Centers segment provides a wide range of MRO products in the rotating equipment, bearing, power transmission, hose, fluid power, metal working, fastener, industrial supply, safety products and safety services categories.  The Innovative Pumping Solutions segment fabricates and assembles custom-made engineered pump packages.  The Supply Chain Services segment manages all or part of a customer's supply chain, including inventories.

The high degree of integration of the Company's operations necessitates the use of a substantial number of allocations and apportionments in the determination of business segment information.  Sales are shown net of intersegment eliminations.   All business segments operate primarily in the United States.

Financial information relating the Company's segments is as follows (in thousands):

	Three Months ended June 30,				Six Months ended June 30,
	Service Centers	Innovative Pumping Solutions	Supply Chain Services	Total	Service Centers	Innovative Pumping Solutions	Supply Chain Services	Total
2012
Sales	$ 184,106	$   35,177	$ 42,611	$ 261,894	$359,178	$74,612	$80,391	$514,181
Operating income for   reportable segments	22,491	6,939	3,902	33,332	41,045	15,187	6,719	62,951
2011
Sales	$ 139,503	$   21,814	$ 36,358	$ 197,675	$271,054	$38,499	$71,209	$380,762
Operating income for   reportable segments	17,340	3,085	2,136	22,561	32,121	5,943	4,050	42,114

A reconciliation of operating income for reportable segments to the consolidated income before taxes is as follows:

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Operating income for reportable segments	$  33,332	$ 22,561	$  62,951	$ 42,114
Adjustment for:
Amortization of intangibles	2,556	1,604	4,790	3,210
Corporate and other expense, net	9,929	7,326	17,409	13,731
Total operating income	20,847	13,631	40,752	25,173
Interest expense, net	762	1,023	1,591	2,045
Other expense (income), net	3	(15)	(12)	(36)
Income before income taxes	$  20,082	$ 12,623	$  39,173	$ 23,164

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ACQUISITIONS

6 Months Ended

Jun. 30, 2012

ACQUISITIONS [Abstract]

ACQUISITIONS

NOTE 10:  ACQUISITIONS

On October 10, 2011, DXP acquired substantially all of the assets of Kenneth Crosby ("KC").  DXP acquired this business to expand DXP's geographic presence in the eastern U.S. and strengthen DXP's metal working offering.  DXP paid approximately $16 million for KC, which was borrowed under our existing credit facility.  Goodwill of $5.8 million was recognized for this acquisition and is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.  It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of KC with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce.

On December 30, 2011, DXP acquired substantially all of the assets of C.W. Rod Tool Company ("CW Rod").  DXP acquired this business to strengthen DXP's metal working offering.  DXP paid approximately $1.1 million of DXP's common stock (35,714 shares) and approximately $43 million in cash for CW Rod, which was borrowed during 2011 and 2012 under our credit facility. The $43 million of cash paid for CW Rod includes $36.7 million paid in the form of checks which did not clear our bank until 2012.  Goodwill of $10.0 million was recognized for this acquisition and is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.  It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of CW Rod with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce.

On January 31, 2012, DXP acquired substantially all of the assets of Mid-Continent Safety ("Mid-Continent").  DXP acquired this business to expand DXP's geographic presence in the Midwestern U.S. and strengthen DXP's safety products offering.  DXP paid approximately $3.8 million for Mid-Continent, which was borrowed under our existing credit facility.  Goodwill of $1.2 million was recognized for this acquisition and is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.  It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of Mid-Continent with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce.  All of the goodwill will be included in the Service Centers segment.

On February 29, 2012, DXP acquired substantially all of the assets of Pump & Power Equipment, Inc. ("Pump & Power").  DXP acquired this business to expand DXP's geographic presence in the Midwestern U.S. and strengthen DXP's municipal pump products and services offering.  DXP paid approximately $1.9 million for Pump & Power which was borrowed under our existing credit facility.  Goodwill of $0.7 million was recognized for this acquisition and is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.  It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of Pump & Power with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce.   All of the goodwill will be included in the Service Centers segment.

On May 1, 2012, DXP acquired the stock of Industrial Paramedic Services ("IPS"), a provider of industrial medical and safety services to industrial customers operating in remote locations and large facilities in western Canada.  DXP acquired this business to expand DXP's geographic presence into Canada and to expand our safety services offering.  IPS is headquartered in Calgary, Alberta and operates out of three locations in Calgary, Nisku and Dawson Creek. The $24.1 million purchase price was financed with $20.6 million of borrowings under DXP's existing credit facility, $2.5 million of promissory notes bearing a 5% interest rate and 19,685 shares of DXP common stock.  DXP has not completed appraisals of intangibles or property and equipment for IPS.  DXP has made preliminary estimates for purposes of this disclosure.  Estimated goodwill of $11.9 million was recognized for this acquisition and is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized.  It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of IPS with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce.  None of  the estimated goodwill is expected to be tax deductible.  All of the goodwill will be included in the Service Centers segment.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed during 2011 and 2012 in connection with the acquisitions described above and two small acquisitions completed in the second quarter of 2012 (in thousands):

Cash	$       696
Accounts Receivable, net	25,498
Inventory, net	15,856
Property and equipment	4,485
Goodwill and intangibles	68,793
Other assets	456
Assets acquired	115,784
Current liabilities assumed	(9,594)
Non-current liabilities assumed	(5,142)
Net assets acquired	$101,048

The pro forma unaudited results of operations for the Company on a consolidated basis for the three months and six months ended June 30, 2011 and 2012, assuming the acquisition of businesses completed in 2011 and 2012 were consummated as of January 1, 2011 follows (unaudited, in thousands, except per share data):

	Three Months Ended June 30		Six Months Ended June 30
	2012	2011	2012	2011
Net sales	$ 264,177	$ 237,251	$ 527,290	$ 457,836
Net income	12,139	9,575	24,317	17,515
Per share data
Basic earnings	$0.84	$0.67	$1.69	$1.22
Diluted earnings	$0.80	$0.63	$1.60	$1.15

XML

SUBSEQUENT EVENTS (Details)	3 Months Ended		6 Months Ended		1 Months Ended	3 Months Ended				3 Months Ended		6 Months Ended
	Jun. 30, 2012 USD ($)	Jun. 30, 2011 USD ($)	Jun. 30, 2012 USD ($)	Jun. 30, 2011 USD ($)	Jul. 31, 2012 Subsequent Event [Member]	Jun. 30, 2012 Subsequent Event [Member] USD ($)	Jul. 11, 2012 Subsequent Event [Member] USD ($)	Jul. 11, 2012 Subsequent Event [Member] Revolving Credit Facility [Member] USD ($)	Jul. 11, 2012 Subsequent Event [Member] Term Loan [Member] USD ($)	Jun. 30, 2012 Subsequent Event [Member] HSE Integrated Ltd. [Member] USD ($)	Jun. 30, 2011 Subsequent Event [Member] HSE Integrated Ltd. [Member] USD ($)	Jun. 30, 2012 Subsequent Event [Member] HSE Integrated Ltd. [Member] USD ($)	Jun. 30, 2011 Subsequent Event [Member] HSE Integrated Ltd. [Member] USD ($)	Jul. 11, 2012 Subsequent Event [Member] HSE Integrated Ltd. [Member] USD ($)	Jul. 11, 2012 Subsequent Event [Member] HSE Integrated Ltd. [Member] CAD
Subsequent Event [Line Items]
Acquisition price (in dollars per share)															1.80
Total transaction value														$ 85,000,000
Liabilities assumed on acquisition														4,000,000
Transaction costs														3,000,000
Borrowings under credit facility							325,000,000	225,000,000	100,000,000
Borrowings under amended credit facility								200,000,000
Line of credit facility, expiration date					Jul. 11, 2017
Debt issuance cost						700,000
Goodwill on acquisition										17,000,000		17,000,000
Purchase price allocation [Abstract]
Cash	696,000		696,000							11,000,000		11,000,000
Accounts Receivable, net	25,498,000		25,498,000							24,000,000		24,000,000
Inventory, net	15,856,000		15,856,000							0		0
Property and equipment	4,485,000		4,485,000							33,000,000		33,000,000
Goodwill and intangibles	68,793,000		68,793,000							47,000,000		47,000,000
Other assets	456,000		456,000							2,000,000		2,000,000
Assets acquired	115,784,000		115,784,000							117,000,000		117,000,000
Current liabilities assumed	(9,594,000)		(9,594,000)							(14,000,000)		(14,000,000)
Non current liabilities assumed	(5,142,000)		(5,142,000)							(18,000,000)		(18,000,000)
Net assets acquired	101,048,000		101,048,000							85,000,000		85,000,000
Pro Forma Information [Abstract]
Net sales	264,177,000	237,251,000	527,290,000	457,836,000						290,481,000	223,399,000	570,872,000	431,296,000
Net income	$ 12,139,000	$ 9,575,000	$ 24,317,000	$ 17,515,000						$ 12,696,000	$ 7,654,000	$ 25,588,000	$ 13,493,000
Per share data [Abstract]
Basic earnings (in dollars per share)	$ 0.84	$ 0.67	$ 1.69	$ 1.22						$ 0.88	$ 0.53	$ 1.78	$ 0.94
Diluted earnings (in dollars per share)	$ 0.80	$ 0.63	$ 1.60	$ 1.15						$ 0.83	$ 0.50	$ 1.68	$ 0.89

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EARNINGS PER SHARE DATA (Tables)

6 Months Ended

Jun. 30, 2012

EARNINGS PER SHARE DATA [Abstract]

Computation of basic and diluted earnings per share

The following table sets forth the computation of basic and diluted earnings per share for the periods indicated.

	Three Months Ended June 30						Six Months Ended June 30
	2012			2011			2012			2011
Basic:
Weighted average shares outstanding		14,392,145			14,327,266			14,360,246			14,303,209
Net income	$	12,177,000		$	7,610,000		$	23,823,000		$	13,953,000
Convertible preferred stock dividend		(22,000	)		(22,000	)		(45,000	)		(45,000	)
Net income attributable to common shareholders	$	12,155,000		$	7,588,000		$	23,778,000		$	13,908,000
Per share amount	$	0.84		$	0.53		$	1.66		$	0.97
Diluted:
Weighted average shares outstanding		14,392,145			14,327,266			14,360,246			14,303,209
Assumed conversion of convertible preferred stock		840,000			840,000			840,000			840,000
Total		15,232,145			15,167,266			15,200,246			15,143,209
Net income attributable to common shareholders	$	12,155,000		$	7,588,000		$	23,778,000		$	13,908,000
Convertible preferred stock dividend		22,000			22,000			45,000			45,000
Net income for diluted earnings per share	$	12,177,000		$	7,610,000		$	23,823,000		$	13,953,000
Per share amount	$	0.80		$	0.50		$	1.57		$	0.92

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THE COMPANY (Details)	6 Months Ended
	Jun. 30, 2012
THE COMPANY [Abstract]
Number of segments	3

XML

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011
OPERATING ACTIVITIES:
Net income	$ 23,823	$ 13,953
Adjustments to reconcile net income to net cash provided by operating activities - net of acquisitions and divestitures
Depreciation	2,019	1,732
Amortization of intangibles	4,790	3,210
Compensation expense for restricted stock	954	601
Tax benefit related to vesting of restricted stock	(248)	(97)
Deferred income taxes	(298)	1,908
Changes in operating assets and liabilities, net of assets and liabilities acquired in business combinations:
Trade accounts receivable	(10,954)	(14,944)
Inventories	(3,387)	(1,775)
Prepaid expenses and other current assets	(468)	(1,479)
Accounts payable and accrued expenses	8,677	13,161
Net cash (used in) provided by operating activities	24,908	16,270
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment	(9,981)	(2,631)
Purchase of businesses, net of cash acquired	(73,485)	0
Net cash used in investing activities	(83,466)	(2,631)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from debt	101,178	104,135
Principal payments on revolving line of credit and other long-term debt	(37,352)	(117,456)
Dividends paid in cash	(45)	(45)
Purchase of treasury stock	(387)	0
Tax benefit related to vesting of restricted stock	248	97
Net cash provided by (used) in financing activities	63,642	(13,269)
INCREASE IN CASH	5,084	370
CASH AT BEGINNING OF PERIOD	1,507	770
CASH AT END OF PERIOD	$ 6,591	$ 1,140

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STOCK-BASED COMPENSATION

6 Months Ended

Jun. 30, 2012

STOCK-BASED COMPENSATION [Abstract]

STOCK-BASED COMPENSATION

NOTE 4: STOCK-BASED COMPENSATION

Restricted Stock.

Under the restricted stock plan approved by our shareholders in July 2005 (the "Restricted Stock Plan"), directors, consultants and employees may be awarded shares of DXP's common stock.  The shares of restricted stock granted to employees and that are outstanding as of June 30, 2012 vest in accordance with one of the following vesting schedules:  100% one year after date of grant; 33.3% each year for three years after date of grant; 20% each year for five years after the grant date; or 10% each year for ten years after the grant date.  The Restricted Stock Plan provides that on each July 1 during the term of the plan each non-employee director of DXP will be granted the number of whole shares calculated by dividing $75,000 by the closing price of the common stock on such July 1. The shares of restricted stock granted to non-employee directors of DXP vest one year after the grant date.  The fair value of restricted stock awards is measured based upon the closing prices of DXP's common stock on the grant dates and is recognized as compensation expense over the vesting period of the awards.

The following table provides certain information regarding the shares authorized and outstanding under the Restricted Stock Plan at June 30, 2012:

Number of shares authorized for grants	800,000
Number of shares granted	(648,450)
Number of shares forfeited	64,947
Number of shares available for future grants	216,497
Weighted-average grant price of granted shares	$18.35

Changes in restricted stock for the six months ended June 30, 2012 were as follows:

	Number of Shares	Weighted Average Grant Price
Non-vested at December 31, 2011	228,592	$21.10
Granted	36,496	$37.78
Forfeited	4,209	$21.06
Vested	30,690	$17.64
Non-vested at June 30, 2012	230,189	$24.21

Compensation expense, associated with restricted stock, recognized in the six months ended June 30, 2012 and 2011 was $954,000 and $601,000, respectively.  Unrecognized compensation expense under the Restricted Stock Plan was $4,477,000 and $4,051,000 at June 30, 2012 and December 31, 2011, respectively.  As of June 30, 2012, the weighted average period over which the unrecognized compensation expense is expected to be recognized is 30 months.

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STOCK-BASED COMPENSATION (Details) (USD $)	6 Months Ended		84 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Dec. 31, 2011
Weighted Average Grant Price [Roll Forward]
Stock compensation expense	$ 954,000	$ 601,000
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting rights	The shares of restricted stock granted to employees and that are outstanding as of June 30, 2012 vest in accordance with one of the following vesting schedules: 100% one year after date of grant; 33.3% each year for three years after date of grant; 20% each year for five years after the grant date; or 10% each year for ten years after the grant date.
Numerator used for calculating the number of whole shares granted	75,000
Award vesting period	1 year
Number of shares authorized for grants (in shares)	800,000		800,000
Number of shares granted (in shares)	(36,496)		(648,450)
Number of shares forfeited (n shares)	4,209		64,947
Number of shares available for future grants (in shares)	216,497		216,497
Weighted average grant price of granted shares (in dollars per share)	$ 37.78		$ 18.35
Restricted Stock [Roll Forward]
Non-vested, beginning balance (in shares)	228,592
Granted (in shares)	36,496		648,450
Forfeited (in shares)	4,209		64,947
Vested (in shares)	30,690
Nonvested, ending balance (in shares)	230,189		230,189
Weighted Average Grant Price [Roll Forward]
Non vested, beginning balance (in dollars per share)	$ 21.10
Granted (in dollars per share)	$ 37.78		$ 18.35
Forfeitures (in dollars per share)	$ 21.06
Vested (in dollars per share)	$ 17.64
Nonvested, ending balance (in dollars per share)	$ 24.21		$ 24.21
Stock compensation expense	954,000	601,000
Unrecognized compensation expense	$ 4,477,000		$ 4,477,000	$ 4,051,000
Compensation cost not yet recognized, Period for recognition	30 months

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GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

6 Months Ended

Jun. 30, 2012

GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract]

Goodwill and other intangible assets

The changes in the carrying amount of goodwill and other intangibles during the six months ended June 30, 2012 are as follows (in thousands):

	Total			Goodwill			Other Intangibles
Balance as of December 31, 2011	$	144,958		$	101,764		$	43,194
Acquired during the year		35,442			18,130			17,312
Adjustments to prior year estimates		-			(50	)		50
Amortization		(4,790	)		-			(4,790	)
Balance as of June 30, 2012	$	175,610		$	119,844		$	55,766

Amortizable other intangible assets

A summary of amortizable other intangible assets follows (in thousands):

	As of June 30, 2012		As of December 31, 2011
	Gross Carrying Amount	Accumulated Amortization	Gross Carrying Amount	Accumulated Amortization
Vendor agreements	$         2,496	$       (1,018)	$         2,496	$          (956)
Customer relationships	81,022	(28,078)	64,262	(23,508)
Non-compete agreements	3,213	(1,869)	2,611	(1,711)
Total	$       86,731	$     (30,965)	$       69,369	$     (26,175)