DSG to be taken private by LKCM Headwater affiliates for $35.00 per share in cash

Distribution Solutions Group, Inc.

Merger consideration of $35.00 per share in cash; company to become privately held and delisted from Nasdaq.
Affiliated stockholders, including CEO J. Bryan King and LKCM Headwater, own ~79% of shares; disinterested stockholder vote required.
Special Committee of disinterested directors unanimously approved; Board recommended the transaction.
Financing includes $125M equity commitment from LKCM Headwater Investments IV, L.P. and credit agreement amendment with certain funds.
Termination fee of $9.26M payable by company; reverse termination fee of $22.23M payable by parent.

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