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Specialty Distribution Industry Update
February 2013
1
CONTENTS WHAT WE’RE READING
PUBLIC COMPARABLES
NOTABLE M&A ACTIVITY
ECONOMIC UPDATE
M&A MARKET TRENDS
HW&Co. TRANSACTIONS
GROUP OVERVIEW Harris Williams & Co. is a leading advisor to the specialty distribution market. Our significant experience covers a broad range of end markets, industries, and business models. This particular report focuses on trends and metrics in the following areas:
• Specialty Catalog and Direct Marketing
• Branch-Based Distributors • Route-Based Distributors • Automotive and Heavy Duty
Aftermarket • Building and Construction
Products • Consumer • Industrial, MRO and Safety • Healthcare • Technology • Electrical and Communications • Alcohol, Tobacco, and Fire Arms
CONTACTS Bob Baltimore | Managing Director [email protected] +1 (804) 915-0129 Derek Lewis | Managing Director [email protected] +1 (804) 915-1118 Dave Kennedy | Director [email protected] +1 (804) 915-0105
www.harriswilliams.com
In a Bloomberg Businessweek article, author Karen Klein discusses the recent rise of M&A activity for small to mid-size businesses. Q4 2012 witnessed intensified M&A volume due to a handful of factors, including looming tax increases and “aging boomers looking to retire.” The small business market has also witnessed an influx of middle-aged professionals seeking entrepreneurial avenues rather than corporate jobs at larger companies. Those in the industry anticipate an increase in valuations for small business in 2013. Add-on acquisitions have also been prevalent in the middle market and companies have found integrating smaller competitors to be profitable. Read the full article here.
What’s Driving the Spike in Small Business Acquisitions
Industrial Distribution highlighted a PwC report this month that analyzes the 2013 industrial distribution outlook. According to the report, 83 percent of manufacturers are forecasting revenue growth this year, a strong indicator of returning strength in the sector. According to Bobby Bono, U.S. industrial manufacturing leader for PwC, “overall sentiment among U.S. industrial manufacturers regarding the prospects for the domestic economy rose in the fourth quarter along with company growth projections, which trended higher as well.”
M&A activity in the industry is forecasted to remain steady relative to the past 12 months. Of those companies included in the report, 32 percent are seeking buy-side opportunities, while 13 percent may potentially divest part of their existing business. International expansion activity remains less clear, with concerns about macroeconomic global trends remaining the key deterrant. Access the full article here.
2013: An Optimistic Distribution Outlook
The Wall Street Journal recently featured an article that highlights the economic forecast for 2013. The economists surveyed in January 2012 had predicted 2.4% year over year GDP growth for 2012. However, actual growth hovered around 1.5%. While economic performance was less than stellar in 2012, economists are more hopeful in the new year.
Indicators such as the rebound of the housing market and improved automobile sales bode well for 2013 growth. Economist Arun Raha with Eaton Corp. said that “trade should help growth this year as China's economy improves and Europe inches out of recession.” U.S. spending cuts and decreased government purchases remain a concern, potentially reducing GDP. Read the full article here.
Modest Pickup in Economic Growth Seen for 2013
What We’re Reading
What We’re Seeing
The first quarter has seen a decline in active deals in the market due in large part to the robust fourth quarter, which pulled some deals into 2012 and garnered sponsor attention; however, pitch activity has increased in the last several weeks, a positive indicator of an active year for the M&A market. Corporate M&A market activity is supported by cash reserves that have topped $1.8 trillion for S&P 500 Companies, and sponsors continue to be focused on identifying and pursuing quality deals.
Pitch Activity on the Rise
The lending markets remain strong as banks continue to support quality assets with attractive leverage levels. HW&Co. has regularly seen total leverage above 4.0x and greater than 5.5x for high-quality companies. The strong lending environment is evidenced by the record $64.1 billion in private equity dividend recapitalizations in 2012 as investors take liquidity and demand for loans continues to outpace supply. HW&Co. expects the lending market to remain attractive for the near-term.
Credit Markets and Availability of Capital Fuel M&A Activity
Specialty Distribution Public Comparables & Trading Valuations
Key Trading Stats
2
($ in millions, except per share amounts)
As of February 14, 2013
Specialty Distribution Public Comparables Stock Performance Revenue
LTM Margins Current 1-Month 1-Year % of TEV/EBITDA GrowthEBITDA Gross TEV Price Change Change LTM High 2013 LTM 2013E 3-Yr. CAGR
Automotive & Heavy Duty Aftermarket
AutoZone, Inc. 21.5% 51.7% $17,257 $373.61 7.9% 5.5% 93.6% 9.3x 8.7x 7.8%O'Reilly Automotive Inc. 18.7% 50.1% 12,334 101.68 15.5% 21.8% 94.9% 10.7x 9.8x 8.4%Genuine Parts Company 8.4% 29.1% 11,094 70.79 8.8% 9.1% 100.2% 10.2x 9.8x 8.5%LKQ Corp. 12.0% 41.4% 7,790 23.08 1.9% 45.0% 96.2% 16.3x 14.9x 26.9%Dorman Products, Inc. 19.2% 37.1% 1,304 37.63 7.9% 62.0% 100.2% 11.6x NA 17.5%Uni-Select Inc. 5.5% 31.1% 939 24.08 1.2% (10.6%) 80.6% 9.5x 8.7x 7.7%
Median 15.3% 39.2% 7.9% 15.5% 95.6% 10.4x 9.8x 8.5%Mean 14.2% 40.1% 7.2% 22.1% 94.3% 11.3x 10.4x 12.8%
Building & Construction Products
CRH plc 8.8% 27.2% $21,438 $21.89 9.9% 9.0% 97.0% 10.4x 10.0x (1.7%)Wolseley plc 5.8% 27.6% 12,531 47.37 (3.3%) 25.8% 99.0% 10.0x 9.7x (2.4%)Watsco Inc. 7.0% 23.7% 2,838 77.61 4.1% 10.1% 96.6% 11.8x 11.5x 19.7%Beacon Roofing Supply, Inc. 8.1% 24.7% 2,082 38.11 10.3% 62.5% 100.7% 12.5x 10.7x 6.5%Builders FirstSource, Inc. (0.4%) 20.1% 779 6.01 2.2% 100.3% 91.8% NM NM 10.8%Bluelinx Holdings Inc. 0.7% 12.1% 608 3.14 (2.2%) 57.8% 90.3% NM NM 5.0%
Median 6.4% 24.2% 3.2% 41.8% 96.8% 11.1x 10.3x 5.8%Mean 5.0% 22.6% 3.5% 44.2% 95.9% 11.2x 10.5x 6.3%
Consumer & Food Service
Sysco Corporation 6.0% 18.0% $21,553 $32.03 3.6% 9.3% 98.9% 8.3x 13.6x 6.7%United Natural Foods, Inc. 3.8% 17.2% 2,834 54.63 4.8% 20.7% 89.2% 13.7x 13.7x 16.0%Nash Finch Co. 2.6% 8.1% 644 20.92 5.8% (29.6%) 70.7% 5.1x 5.6x (2.6%)Core-Mark Holding Company, Inc. 1.1% 6.8% 579 49.54 (3.2%) 21.3% 95.5% 7.6x 6.1x 11.9%Spartan Stores Inc. 3.8% 20.8% 528 16.84 8.5% (4.3%) 89.9% 5.2x 5.3x 0.7%
Median 3.8% 17.2% 4.8% 9.3% 89.9% 7.6x 6.1x 6.7%Mean 3.5% 14.2% 3.9% 3.5% 88.8% 8.0x 8.9x 6.5%
Industrial, MRO & Safety
W.W. Grainger, Inc. 14.4% 43.8% $15,835 $226.29 10.6% 13.1% 100.0% 12.3x 10.2x 12.9%Fastenal Company 23.2% 51.5% 15,490 52.49 12.9% 6.0% 95.3% 21.3x 18.1x 17.5%Airgas, Inc. 18.0% 55.0% 9,719 97.90 5.4% 24.4% 99.1% 10.9x 9.6x 8.3%MSC Industrial Direct Co. Inc. 19.2% 45.7% 5,125 84.80 11.6% 8.1% 100.0% 11.2x 10.6x 18.3%Applied Industrial Technologies, Inc. 8.3% 27.5% 1,855 44.50 4.5% 8.8% 98.5% 9.3x 8.6x 11.3%United Stationers Inc. 4.6% 14.8% 1,833 34.73 7.6% 3.4% 100.1% 7.9x 7.7x 2.5%DXP Enterprises, Inc. 9.5% 28.8% 1,113 61.05 18.9% 60.8% 100.7% 11.5x 10.5x 17.0%
Median 14.4% 43.8% 10.6% 8.8% 100.0% 11.2x 10.2x 12.9%Mean 13.9% 38.2% 10.2% 17.8% 99.1% 12.1x 10.8x 12.5%
Building and Construction
Specialty Distribution Public Comparables & Trading Valuations
Key Trading Stats
3
($ in millions, except per share amounts)
As of February 14, 2013
Stock Prices Trailing Twelve Months Stock Price Performance As of February 14, 2013
Specialty Distribution Public Comparables
Industrial, MRO, & Safety
S&P 500
Electrical
Automotive & Heavy Duty Aftermarket
Consumer & Food Service
Technology
Healthcare
Stock Performance RevenueLTM Margins Current 1-Month 1-Year % of TEV/EBITDA Growth
EBITDA Gross TEV Price Change Change LTM High 2013 LTM 2013E 3-Yr. CAGR
Healthcare
McKesson Corporation 2.3% 5.5% $26,022 $104.21 3.1% 28.1% 97.5% 9.1x 7.7x 4.5%Cardinal Health, Inc. 2.2% 4.5% 16,322 46.00 6.8% 9.8% 100.1% 7.1x 6.8x 2.2%Henry Schein, Inc. 8.5% 28.0% 8,590 88.40 6.4% 24.1% 97.0% 11.2x 10.8x 11.0%Patterson Companies, Inc. 11.1% 32.6% 4,303 37.08 4.5% 16.5% 98.5% 10.8x 10.8x 3.9%Owens & Minor Inc. 2.9% 10.4% 2,113 31.48 6.0% 5.6% 99.9% 8.6x 7.9x 3.5%PSS World Medical Inc. 7.6% 32.5% 1,707 28.97 0.2% 20.0% 100.0% 10.2x 11.6x 2.7%MWI Veterinary Supply, Inc. 4.6% 12.9% 1,661 125.75 12.3% 49.2% 97.2% 16.4x 14.7x 32.2%
Median 4.6% 12.9% 6.0% 20.0% 98.5% 10.2x 10.8x 3.9%Mean 5.6% 18.1% 5.6% 21.9% 98.6% 10.5x 10.0x 8.6%
Technology
Avnet, Inc. 3.7% 11.8% $6,158 $36.32 14.4% 1.7% 98.1% 6.5x 6.2x 14.7%Arrow Electronics, Inc. 4.4% 13.4% 5,907 41.03 5.9% 1.8% 95.4% 6.6x 6.5x 11.6%Ingram Micro Inc. 1.4% 5.4% 3,440 19.85 13.2% 2.5% 100.5% 6.5x 5.1x 8.6%Tech Data Corp. 1.5% 5.2% 1,929 53.61 13.5% 1.3% 90.4% 5.1x 5.1x 5.1%SYNNEX Corp. 2.7% 6.4% 1,502 37.74 6.7% (1.4%) 85.3% 5.4x 5.2x 10.0%ScanSource, Inc. 3.8% 9.9% 838 30.23 (10.8%) (19.4%) 78.4% 7.5x 6.5x 16.4%
Median 3.2% 8.1% 10.0% 1.5% 92.9% 6.5x 5.7x 10.8%Mean 2.9% 8.7% 7.2% (2.3%) 91.3% 6.3x 5.8x 11.1%
Electrical
Rexel SA 5.4% 24.6% $9,414 $21.87 2.4% 7.2% 96.8% 9.6x 7.7x 6.0%WESCO International Inc. 6.2% 20.2% 4,970 75.92 11.8% 18.0% 99.7% 12.2x 8.9x 12.5%Anixter International Inc. 5.8% 22.5% 3,164 70.39 8.6% 1.7% 95.1% 8.7x 7.4x 9.4%Houston Wire & Cable Company 7.9% 22.6% 280 11.84 2.7% (19.4%) 77.9% 9.4x 8.6x 12.2%
Median 6.0% 22.6% 5.6% 4.5% 96.0% 9.5x 8.2x 10.8%Mean 6.3% 22.5% 6.4% 1.9% 92.4% 10.0x 8.2x 10.0%
(30%)
(20%)
(10%)
0%
10%
20%
30%
Specialty Distribution Notable M&A Activity
Notable Recent Transactions Announced M&A
Transactions
4
January 1, 2013 through February 14, 2013
Private EquityDate Target Description Acquirer Involvement
02/07/13 Adhesive Methods & Technology, Inc. Distributor of industrial adhesives and dispensing equipment. Ellsworth Corporation
02/06/13 Metals USA Holdings Corp. Provider of manufactured metal components and inventory management services. Reliance Steel & Aluminum Co. (Seller)
02/05/13 NuCO2 Florida Inc. Distributes beverage grade carbon dioxide and draught beer-grade nitrogen gas solutions. Praxair Inc. (Seller)
02/04/13 Alexander/Ryan Marine & Safety Co. Inc. Distributor of safety equipment and engineered products for the offshore marine industry. Drew Marine, Inc.
02/04/13 Holt Equipment Company, LLC Supplier and distributor of heavy equipments to various industries. Nortrax, Inc.
02/04/13 NNT Corporation Distributor of industrial parts and tools. Production Tool Supply Company, LLC
02/01/13 Carr Supply, Inc. Supplier of kitchen and bath products. WinWholesale Inc.
02/01/13 Hydraulic Energy Products, Inc. Supplier of new and remanufactured hydraulic components. Motion and Flow Control Products, Inc.
02/01/13 Mid States Retreading & Wholesale, Inc. Distributor of tire and auto parts under the brand name Bandag. Royal Tire Inc.
01/30/13 AHAVA North America, LLC Distributor of skin care products and cosmetics. AHAVA - Dead Sea Labs, LTD.
01/30/13 St. Cloud's Ricoh/IKON Branch Distributor of office machines, equipment, and printers. Metro Sales, Inc.
01/25/13 Berry Only Inc. Distributor of a sanitizing product for mobile phones and other mobile devices. Del Mar Pharmaceuticals Inc.
01/25/13 Cal-Matrix Metrology Inc. Distributor of test and measurement equipment calibration and measuring machines. Transcat Inc.
01/25/13 Global Financial Technology Enterprises, LLC Supplier of equipment, network solutions, and network based services. Atlas Communications Technology, Inc.
01/23/13 Cypress Packaging & Supply Corporation Supplier of corrugated packaging and allied items. Robert Mann Packaging, Inc.
01/23/13 Maritime Wine Trading Collective Distributor of wines. Bacchus Capital Management
01/17/13 Cottrell Communications Corp. Distributor of technology and related communications equipment. Epitome Networks, LLC
01/16/13 Swing Staging, Inc. (nka:Swing Staging, LLC) Renter of scaffolding equipment in New York, New Jersey, and Connecticut. Safway Services, LLC
01/14/13Independent Equipment Company, Inc. (nka:The Alta Group Asset Management Practice)
Supplier of refractory metals for the semiconductor industry. The Alta Group, LLC
01/14/13 Ness Electronics, Inc. Distributor of DLP lamps and electronics components. ShopJimmy.com, LLC
01/14/13 Phönix Armaturen-Werke Bregel GmbH Manufacturer and supplier of specialty valves. Curtiss-Wright Corp. (Seller)
01/11/13 MJ Solomon Ltd. Distributor and supplier of new and used agricultural equipment. Rocky Mountain Dealerships, Inc.
01/11/13 Tech for Less LLC (nka:ModusLink Recovery LLC) Supplier of refurbished electronics for customers in the U.S. and internationally. Encore Holdings, LLC
01/10/13 Bentrani Watches LLC, Distribution Business Distributor of Fossil, Inc. products and other licensed brand products. Fossil, Inc.
01/10/13 Vicsa Brasil Equipamentos de Proteção Individual Ltda Distributor of personal protection equipment. Bunzl plc
01/07/13 Central Paint and Car Specialty Distributor of automotive paints, coatings, and accessories to the collision repair industry. Finishmaster Inc.
01/07/13 Daily Equipment Company Renter of lift trucks, mobile railcar movers, construction equipment, and industrial vehicles. Mitsubishi Caterpillar Forklift America, Inc.
01/07/13 Pierce Pump Company, L.P. Distributor of pumps and compressors for industrial, commercial, and municipal markets. FCX Performance, Inc.
01/07/13 WH Milikowski Inc. Distributor of nursery products. Griffin Greenhouse & Nursery Supplies, Inc.
01/04/13 IMECO, Inc. Supplier of marine heating, ventilation, and A/C systems to the shipbuilding industry. J.F. Lehman & Company
01/04/13 Kaman Industrial Technologies Corporation Distributor of industrial parts to MRO and OEM markets in the U.S. Wajax Industrial Components Limited
01/04/13 Westquip, Inc. Equipment dealer in the U.S. Hugg and Hall Equipment Company
01/03/13 Applied Products, Inc. Distributor of adhesives, dispensing equipment, and assembly automation systems. The Tool House Inc.
01/03/13 Hegman Machine Tool Inc. Distributor of machine tools and accessories. Morris Group, Inc.
01/03/13Metroplex Service Welding Supply, Inc. And Excel Welding & Industrial Supplies, Inc.
Manufacturer and distributor of industrial, medical, and specialty gases and welding supplies. Airgas USA, LLC
01/02/13 DXE Medical, Inc. Distributor of resuscitation equipment. Sarnova Inc.
01/02/13 Guico Specialty Company, Inc. Distributor of high-pressure industrial equipment. Moody-Price L.L.C.
01/02/13 Imprints Wholesale, Inc. Wholesale distributor of apparel and accessories. Broder Bros Co.
01/01/13 Allied Products, Inc. Distributor of floor coverings to retailers, contractors, and DIYs. J.J. Haines & Company, Inc.
01/01/13 Interstate Connecting Components Inc. Distributor of electronic and fiber optic connectors, connector accessories and tools. Heilind Electronics, Inc.
50%
60%
70%
80%
90%
100%
25
30
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45
50
55
60
65
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75
25
30
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40
45
50
55
60
65
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75
20
30
40
50
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70
Jan-08 Jan-09 Jan-10 Jan-11 Jan-12 Jan-13
Inventories Backlog of Orders
32
38
44
50
56
62
$100
$125
$150
$175
$200
$225
$250
Economic Update
PMI Index1
5
A Snapshot of Key
Economic Indicators
Durable Goods New Orders7
Industry Production Index3 U.S. Manufacturing Capacity Utilization4
Manufacturing Inventories & Backlog5,6 ($ in billions)
(1) A PMI Index figure greater than 50 indicates expansion.
53.1
77.4%
53.6
$230.7
51.0
47.5
As of January 2013
ISM New Orders Index2
(2) An ISM Index figure greater than 50 indicates expansion.
53.1
(5) A Manufacturing Inventory Index figure greater than 50 indicates expansion. (6) A Backlog Index figure greater than 50 indicates expansion.
(3) A Production Index figure greater than 50 indicates expansion.
(7) Durable Goods New Orders for December 2012. January release on Feb. 27.
(4) Manuf. Capacity Utilization for December 2012. January release on Feb. 15.
M&A Market Trends
6
M&A Activity and Relative Valuations
• Buyers continue to actively pursue strategic assets, with HW&Co. observing valuations approaching historical highs in certain sectors.
• Middle market deals now account for almost half of private equity capital invested. Private equity firms set a record for exit activity in 2012 as volume increased for the third consecutive year.
• Large cap and middle market transaction value increased 23% and 31%, respectively, from the third to fourth quarter of 2012, and HW&Co. expects positive economic conditions to drive volume in 2013.
• HW&Co. has witnessed a slow-down in deal closings this quarter, but has seen an uptick in pitch activity in early Q1 2013.
Significant Available Capital
• The syndicated market closed almost $1.6 trillion in syndicated loans in 2012, the second highest total in five years. Lending pick-up is expected to continue during the first half of 2013.
• 2012 leveraged loan volume totaled $664 billion, and increase of 17.5% over 2011 issuance of $566 billion.
• 2012 was a record year for dividend recaps – volume reached $47 billion. The trend was driven by private equity-backed issuers, who tapped the market ahead of anticipated 2013 tax increases.
• In the sponsored market, 2012 total leverage levels of 4.2x remained consistent with levels in 2011 while senior leverage fell from 3.9x in 2011 to 3.6x in 2012.
M&A Trends
Note: No transaction value provided for undisclosed deals. Source: Thomson Financial. (1) Middle market as defined by companies with EBITDA equal to and below $50 million and large corporations defined as companies with EBITDA greater than $50 million.
2007 Volume: 12,904
2008 Volume: 10,722
2009 Volume: 9,336
2010 Volume: 9,845
2011 Volume: 9,804
US & Canada M&A Volume Quarterly Activity
2012 Volume: 9,533
0
500
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2,000
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4,000
Q1 2007 Q2 2007 Q3 2007 Q4 2007 Q1 2008 Q2 2008 Q3 2008 Q4 2008 Q1 2009 Q2 2009 Q3 2009 Q4 2009 Q1 2010 Q2 2010 Q3 2010 Q4 2010 Q1 2011 Q2 2011 Q3 2011 Q4 2011 Q1 2012 Q2 2012 Q3 2012 Q4 2012
Undisclosed Under $100mm $100-$250mm $250-$500mm Above $500mm
HW&Co. Representative Transactions
7
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Harris Williams & Co. (www.harriswilliams.com) is a preeminent middle market investment bank focused on the advisory needs of clients worldwide. The firm has deep industry knowledge, global transaction expertise, and an unwavering commitment to excellence. Harris Williams & Co. provides sell-side and acquisition advisory, restructuring advisory, board advisory, private placements, and capital markets advisory services. Investment banking services are provided by Harris Williams LLC, a registered broker-dealer and member of FINRA and SIPC, and Harris Williams & Co. Ltd, which is authorized and regulated by the Financial Services Authority (FRN #540892). Harris Williams & Co. is a trade name under which Harris Williams LLC and Harris Williams & Co. Ltd conduct its business. THIS REPORT MAY CONTAIN REFERENCES TO REGISTERED TRADEMARKS, SERVICE MARKS AND COPYRIGHTS OWNED BY THIRD-PARTY INFORMATION PROVIDERS. NONE OF THE THIRD-PARTY INFORMATION PROVIDERS IS ENDORSING THE OFFERING OF, AND SHALL NOT IN ANY WAY BE DEEMED AN ISSUER OR UNDERWRITER OF, THE SECURITIES, FINANCIAL INSTRUMENTS OR OTHER INVESTMENTS DISCUSSED IN THIS REPORT, AND SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY STATEMENTS MADE IN THE REPORT OR FOR ANY FINANCIAL STATEMENTS, FINANCIAL PROJECTIONS OR OTHER FINANCIAL INFORMATION CONTAINED OR ATTACHED AS AN EXHIBIT TO THE REPORT. FOR MORE INFORMATION ABOUT THE MATERIALS PROVIDED BY SUCH THIRD PARTIES, PLEASE CONTACT US AT THE ABOVE ADDRESSES OR NUMBERS. The information and views contained in this report were prepared by Harris Williams & Co. (“Harris Williams”). It is not a research report, as such term is defined by applicable law and regulations, and is provided for informational purposes only. It is not to be construed as an offer to buy or sell or a solicitation of an offer to buy or sell any financial instruments or to participate in any particular trading strategy. The information contained herein is believed by Harris Williams to be reliable, but Harris Williams makes no representation as to the accuracy or completeness of such information. Harris Williams and/or its affiliates may be market makers or specialists in, act as advisers or lenders to, have positions in and effect transactions in securities of companies mentioned herein and also may provide, may have provided, or may seek to provide investment banking services for those companies. In addition, Harris Williams and/or its affiliates or their respective officers, directors and employees may hold long or short positions in the securities, options thereon or other related financial products of companies discussed herein. Opinions, estimates and projections in this report constitute Harris Williams’ judgment and are subject to change without notice. The financial instruments discussed in this report may not be suitable for all investors, and investors must make their own investment decisions using their own independent advisors as they believe necessary and based upon their specific financial situations and investment objectives. Also, past performance is not necessarily indicative of future results. No part of this material may be copied or duplicated in any form or by any means, or redistributed, without Harris Williams’ prior written consent. Copyright© 2013 Harris Williams & Co., all rights reserved.
Specialty Distribution
Sources:
• Bloomberg Businessweek
• Industrial Distribution
• The Wall Street Journal
• Federal Reserve
• PNC Economic Outlook
• S&P Capital IQ
• Thomson Financial – SDC Database
• United States Census Bureau
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