Subsequent Event

9 Months Ended

Sep. 30, 2011

Note 6 – Subsequent Events

On October 19, 2011, we entered into a new $430.0 million unsecured syndicated senior credit facility (the New Credit Facility), along with our wholly owned subsidiaries SCP Distributors Canada Inc., as the Canadian Borrower, and SCP Pool B.V., as the Dutch Borrower. The New Credit Facility provides for increased borrowing capacity under a five-year revolving credit facility, which includes sublimits for the issuance of swingline loans and standby letters of credit. Pursuant to an accordion feature, the aggregate maximum principal amount of the commitments under the New Credit Facility may be increased at our request and with agreement by the lenders by up to $75.0 million, to a total of $505.0 million. The New Credit Facility matures on October 19, 2016. The New Credit Facility replaced our amended and restated unsecured senior credit facility dated December 20, 2007, which provided for $240.0 million in borrowing capacity through the Previous Revolver that was scheduled to mature on December 20, 2012. At closing, the New Credit Facility had an outstanding balance of $165.9 million.

Our obligations under the New Credit Facility are guaranteed by substantially all of our existing and future direct and indirect domestic subsidiaries. The New Credit Facility contains terms and provisions (including representations, covenants and conditions) and events of default customary for transactions of this type. If an event of default occurs and is continuing under the New Credit Facility, the lenders may terminate their obligations under the New Credit Facility and may require us to repay all amounts.

Revolving borrowings under the New Credit Facility bear interest, at our option, at either of the following and in each case plus an applicable margin:

a base rate, which is the highest of (i) the Wells Fargo Bank, National Association prime rate, (ii) the Federal Funds Rate plus 0.500% and (iii) the LIBOR Market Index Rate plus 1.000%; or

the London Interbank Offered Rate (LIBOR).

Borrowings by the Canadian Borrower bear interest, at the Canadian Borrower’s option, at either of the following and in each case plus an applicable margin:

a base rate, which is the greatest of (i) the Canadian Reference Bank prime rate, (ii) the annual rate of interest equal to the sum of the CDOR Rate plus 1.000% and (iii) the LIBOR Market Index Rate plus 1.000%; or

LIBOR.

Borrowings by the Dutch Borrower bear interest at LIBOR plus an applicable margin.

The interest rate margins on the borrowings and letters of credit are based on our leverage ratio and will range from 1.225% to 1.900% on LIBOR and swingline loans, and from 0.225% to 0.900% on Base Rate and Canadian Base Rate loans. Borrowings under the swingline are based on the LIBOR Market Index Rate plus any applicable margin. We are also required to pay an annual facility fee ranging from 0.150% to 0.350%, depending on our leverage ratio.

The increased borrowing capacity will be used to pay down the $100.0 million balance on the Notes that mature in February 2012, to fund future growth initiatives and for general corporate purposes. Since we intend to repay the Notes using the increased capacity under the New Credit Facility, we reclassified the $100.0 million balance from the Current portion of long-term debt and other long-term liabilities to Long-term debt as of September 30, 2011.