8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) November 10, 2021

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Commission File Number: 0-26640

POOL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware		36-3943363
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)
109 Northpark Boulevard,
Covington,	Louisiana	70433-5001
(Address of principal executive offices)		(Zip Code)

(985) 892-5521

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	POOL	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 8.01 Other Events.

On November 10, 2021, Pool Corporation issued a press release announcing it entered into a definitive agreement to acquire Porpoise Pool & Patio, Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
99.1	Press release issued by Pool Corporation on November 10, 2021 announcing its agreement to acquire Porpoise Pool & Patio.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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 hereunto duly authorized.

POOL CORPORATION
By:	/s/ Melanie Housey Hart
	Melanie Housey Hart
	Vice President and Chief Financial Officer

Dated: November 10, 2021

EX-99.1

POOL CORPORATION TO ACQUIRE PORPOISE POOL & PATIO

Expands distribution network and customer base in key markets; adds retailer support capabilities

______________________

COVINGTON, LA. (November 10, 2021) - Pool Corporation (Nasdaq/GSM:POOL) announced today that it has signed a definitive agreement to acquire Largo, Florida-based Porpoise Pool & Patio, Inc., including its main operating subsidiaries, Sun Wholesale Supply, Inc. and Pinch A Penny, Inc. Sun Wholesale Supply, Inc. is a wholesale distributor of swimming pool and outdoor-living products, including a specialty chemical packaging operation, selling primarily to Pinch A Penny franchisees. Pinch A Penny, Inc. is the largest franchisor of pool and outdoor living-related specialty retail stores in the United States with approximately 260 independently owned and operated franchised stores in Florida, Texas, Louisiana, Alabama and Georgia and brings substantial opportunities for expansion.

“We are excited about combining our industry-leading distribution capabilities with Porpoise Pool & Patio’s well-established customer base, world-class chemical packaging operation, history of operational excellence, and strong growth-oriented Pinch A Penny brand. Since its founding over 45 years ago, Pinch A Penny has steadily grown and developed into a leading franchisor of swimming pool specialty retail stores and one of the highest-rated U.S. retail store franchise networks,” said Peter D. Arvan, POOLCORP President and CEO. “The addition of the Pinch A Penny franchise network to POOLCORP's North American distribution business brings substantial growth and operating synergies for both existing independent retail customers and independent franchisees.”

“Pinch A Penny was founded by my father, Fred Thomas, on the premise of providing value, quality and service to our customers, offering everything needed to operate and enjoy a swimming pool or spa. Joining with POOLCORP is an extraordinary opportunity to ensure the continuation, and future expansion, of that legacy,” said John Thomas, CEO of Porpoise Pool & Patio.

“This strategic combination of Pinch A Penny’s established retail support capabilities, Sun Wholesale’s central distribution and chemical packaging operations with POOLCORP’s national footprint, product breadth and resources provides a powerful platform for accelerated growth and enhanced retail customer experience,” added Jim Eisch, Porpoise Pool & Patio President and COO.

The pending acquisition strengthens both companies' distribution networks, broadens POOLCORP’s sales channels and expansion opportunities in key pool markets, and provides Porpoise Pool & Patio with access to a convenient and expanded range of products through POOLCORP’s sales center network. POOLCORP will also benefit from an in-house, world-class chemical packaging operation. POOLCORP expects the net revenue growth contribution to be similar to that realized from other recently completed acquisitions and plans to use borrowings available from its newly expanded revolving credit facility and cash on hand to fund the acquisition.

The parties anticipate completing the transaction by December 31, 2021, subject to the satisfaction of regulatory and other customary closing conditions.

About Pool Corporation

Pool Corporation is the world's largest wholesale distributor of swimming pool and related backyard products. POOLCORP operates approximately 410 sales centers in North America, Europe and Australia, through which it distributes more than 200,000 national brand and private label products to roughly 120,000 wholesale customers.

For more information about POOLCORP, please visit www.poolcorp.com.

About Porpoise Pool & Patio, Inc.

Porpoise Pool & Patio, Inc. is the parent company of Pinch A Penny, Inc., the nation’s largest franchised provider of swimming pool and outdoor living products to specialty retail stores, and Sun Wholesale Supply, Inc., a wholesale distributor of swimming pool and outdoor living products and a specialty chemical packaging operation, primarily serving Pinch A Penny franchisees.

Founded in 1975, Pinch A Penny Pool Patio Spa has grown from one store to over 260 locations across the Southeastern U.S. and Texas. Priding itself on its superior customer service and expertise, the brand has been included in top industry rankings, such as the 2021 Entrepreneur Franchise 500, Franchise Business Review Top 200, Franchise Gator Top 100 and Franchise Times Top 200+, as well as Franchise Business Review's Top Franchises for Women and Top Franchises for Veterans. Additionally, Pinch A Penny was selected as the silver winner for Franchise Update's prestigious STAR Award for Franchisee Satisfaction and named one of the Top 50 Recession-Proof Franchises by Franchise Business Review. For more information, visit www.PinchAPenny.com.

Forward-Looking Statements

This news release includes “forward-looking” statements that involve risk and uncertainties. The forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements speak only as of the date of this release, and POOLCORP undertakes no obligation to publicly update them. Actual results may differ materially due to a variety of factors, including the ability of the parties to timely and successfully satisfy all closing conditions to the transaction, impacts on the parties’ businesses from the COVID-19 pandemic, the sensitivity of the swimming pool supply business to weather conditions and other risks detailed in POOLCORP’s 2020 Form 10-K, Quarterly Reports on Form 10-Q and other reports and filings with the Securities and Exchange Commission (SEC). There can be no assurance that the proposed acquisition or any other transaction described above will, in fact, be consummated in the manner described above or at all.

CONTACT:

Curtis J. Scheel

Director of Investor Relations

985.801.5341

curtis.scheel@poolcorp.com

XML

Document Document	Nov. 10, 2021
Cover Page [Abstract]
Entity Central Index Key	0000945841
Title of 12(b) Security	Common Stock, par value $0.001 per share
Entity Registrant Name	POOL CORPORATION
Document Type	8-K
Document Period End Date	Nov. 10, 2021
Entity File Number	0-26640
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3943363
Entity Address, Address Line One	109 Northpark Boulevard,
Entity Address, City or Town	Covington,
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	70433-5001
City Area Code	(985)
Local Phone Number	892-5521
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Trading Symbol	POOL
Security Exchange Name	NASDAQ
Amendment Flag	false