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# Distribution Solutions Group Pays $145 Million For GradeEight While Its Boss Pursues A Buyout
- URL: https://www.bullished.co/distribution-solutions-group-pays-145-million-for-gradeeight-while-its-boss-pursues-a-d676b449/
- Published: 2026-10-27T20:41:45.000Z
- Updated: 2026-10-28T15:38:22.000Z
- Description: The specialty distributor closed the franchise-supplier deal as a take-private led by its CEO's firm awaits a stockholder vote.
- Author: Matteo Parrino
- Tags: SEC Filings, DSGR, Industry: Industrials, Topic: Leadership & Governance

[Distribution Solutions Group](https://www.bullished.co/tag/dsgr/), a specialty distributor of industrial supplies and electronic test gear, closed its [$145 million](https://www.sec.gov/Archives/edgar/data/0000703604/000119312526434253/d70829ddefa14a.htm?ref=bullished.co) purchase of GradeEight, a franchise-based supplier of maintenance, repair and operations products, according to a filing on Tuesday. The deal closed while a buyout by the company's controlling holder, led by its own CEO, still awaits a stockholder vote.

## Paid with debt and cash

The company's Lawson Products unit signed the merger agreement for GradeEight on October 12, 2026, and the company announced on October 26 that the deal had closed. It paid for it with borrowings under its existing [$400 million revolving](https://www.sec.gov/Archives/edgar/data/0000703604/000119312526434253/d70829ddefa14a.htm?ref=bullished.co) credit facility plus available cash.

GradeEight sells through about 270 franchisees under the Winzer name and runs FastServ Supply storefronts in Texas and Arkansas, according to the company's [press release](https://www.businesswire.com/news/home/20261026884764/en/Distribution-Solutions-Group-Completes-Strategic-Acquisition-of-Winzer-and-FastServ-Supply?ref=bullished.co). It has about 190 associates and supplies fasteners, electrical supplies, chemicals, safety supplies, cutting tools and janitorial supplies, among other products.

## A business built from distribution arms

Distribution Solutions Group operates four segments: Lawson, which sells maintenance and repair supplies; TestEquity, which distributes test equipment; Gexpro Services, which runs supply chains for equipment makers; and a Canadian branch division. In its 10-K for 2025, it said it serves about 220,000 customers and had about 4,300 employees at the end of that year. Its market value was about $1.6 billion in Tuesday's report.

## A buyout with the boss on both sides

Under a July 15, 2026 merger agreement, vehicles affiliated with LKCM Headwater Investments would take the company private and end its Nasdaq listing. CEO and Chairman J. Bryan King is also LKCM Headwater's Managing Partner, and LKCM Headwater and its affiliates own about 78.5% of the common stock.

The deal needs approval from stockholders at a special meeting. The company plans to file a definitive proxy statement, and a Schedule 13E-3 transaction statement was filed jointly on September 1, 2026.

Law firms Scott+Scott and Halper Sadeh have each announced [investigations](https://www.businesswire.com/news/home/20261021158667/en/DISTRIBUTION-SOLUTIONS-GROUP-INC.-INVESTOR-ALERT-ScottScott-Attorneys-at-Law-LLP-Investigates-Distribution-Solutions-Group-Inc.s-Directors-for-Breach-of-Fiduciary-Duties-DSGR?ref=bullished.co) into whether directors accepted inadequate consideration of $35.00 per share in cash. The firms are advocates, not regulators, and no finding has been made.

Stockholders will vote on the take-private at a special meeting once the definitive proxy statement is filed.

Learn

- [A Checklist For Reading A Proxy Statement's Executive Pay Table →](https://www.bullished.co/learn/how-to-read-proxy-statement-executive-compensation/)  
Read a proxy statement's executive pay in six steps: summary table, pay ratio, perks, related-party deals, activist settlements and votes, with real examples.

### Sources

- [Distribution Solutions Group — DEFA14A (2026-10-27)](https://www.sec.gov/Archives/edgar/data/0000703604/000119312526434253/d70829ddefa14a.htm?ref=bullished.co) — SEC EDGAR
- [DISTRIBUTION SOLUTIONS GROUP, INC. INVESTOR ALERT: Scott+Scott Attorneys at Law LLP Investigates Distribution Solutions Group, Inc.’s Directors for Breach of Fiduciary Duties – DSGR](https://www.businesswire.com/news/home/20261021158667/en/DISTRIBUTION-SOLUTIONS-GROUP-INC.-INVESTOR-ALERT-ScottScott-Attorneys-at-Law-LLP-Investigates-Distribution-Solutions-Group-Inc.s-Directors-for-Breach-of-Fiduciary-Duties-DSGR?ref=bullished.co) — businesswire.com
- [Distribution Solutions Group Completes Strategic Acquisition of Winzer and FastServ Supply](https://www.businesswire.com/news/home/20261026884764/en/Distribution-Solutions-Group-Completes-Strategic-Acquisition-of-Winzer-and-FastServ-Supply?ref=bullished.co) — businesswire.com
- [Are VRNS, DSGR, PSNL Obtaining Fair Deals for their Shareholders?](https://www.prnewswire.com/news-releases/are-vrns-dsgr-psnl-obtaining-fair-deals-for-their-shareholders-302917125.html?ref=bullished.co) — prnewswire.com

### More on Distribution Solutions Group

- [DSG's Lawson Products Agrees To Pay About $145 Million For GradeEight, Parent Of Winzer And FastServ Supply](https://www.bullished.co/dsgs-lawson-products-agrees-to-pay-about-145-million-for-gradeeight-parent-of-winzer-and-289a453c/)
- [DSG's $700 Million Bond Sale Would Fund $35.00 Buyout And Lift Leverage To 4.5 Times](https://www.bullished.co/dsgs-700-million-bond-sale-would-fund-35-00-buyout-and-lift-leverage-to-4-5-times-dda8e3fb/)

[All Distribution Solutions Group (DSGR) coverage →](https://www.bullished.co/tag/dsgr/)