Business Context and Reporting Period
Company: SCP Pool Corporation (POOL CORP)
Filing Type: Form 8-K (Current Report)
Date of Report: January 26, 2001
Event: Completion of the acquisition of the pool division of Hughes Supply, Inc. (NYSE:HUG).
Key Financial Metrics
- Transaction Value: Approximately $48.0 million (subject to adjustment).
- Financing: Funded through borrowings under the Company's revolving line of credit with LaSalle National Bank and a seller's note issued by Hughes.
- Assets Acquired: Product inventories (swimming pool supplies and complementary products) and fixed assets used in distribution.
- Liabilities: The Company assumed certain liabilities of the acquired division.
- Pro Forma Data: Not provided. The acquisition did not meet the significance tests required for the filing of financial statements of the acquired business or pro forma financial information.
Material Changes
The primary material change is the expansion of the Company's asset base and inventory holdings through the acquisition of Hughes' pool division. Prior to this transaction, there was no material relationship between SCP Pool Corporation and Hughes Supply, Inc. or their respective affiliates, directors, or officers.
Outlook, Risks, and Management Commentary
- Operational Intent: The Company intends to sell the acquired inventories in the ordinary course of business and utilize the fixed assets for product distribution.
- Pricing Basis: The purchase price was determined by reference to the book value of the assets acquired and subsequent negotiations.
- Risks/Contingencies: The filing does not explicitly detail specific risks or contingencies beyond the standard qualification that the summary is subject to the full Asset Purchase Agreement.
Investor Verification Checklist
- Verify the final adjusted purchase price, as the $48.0 million figure is subject to adjustment.
- Review the specific terms of the seller's note issued by Hughes Supply, Inc.
- Assess the impact of the new debt load on the Company's revolving line of credit with LaSalle National Bank.
- Examine the specific liabilities assumed from Hughes Supply, Inc. as detailed in the Asset Purchase Agreement (Exhibit 10.1).