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FOR IMMEDIATE RELEASE



POOL CORPORATION REPORTS RECORD RESULTS
AND UPDATES 2012 EARNINGS GUIDANCE RANGE

Highlights include:

Record year to date sales and EPS
Q3 sales growth of 5%, including 3% from base business
Q3 diluted EPS of $0.45, adjusted diluted EPS up 18% to a record $0.59 (excluding goodwill impairment)
______________________

COVINGTON, LA. (October 18, 2012) – Pool Corporation (NASDAQ/GSM:POOL) today reported results for the third quarter of 2012.

“We realized strong third quarter results despite the challenging external environment and one less selling day than the third quarter of 2011. Solid execution across the company drove market share gains and resulted in a contribution margin from base business sales of over 24% year to date excluding the impact of goodwill impairment,” said Manuel Perez de la Mesa, President and CEO.

Net sales for the quarter ended September 30, 2012 increased 5% to $528.0 million, compared to $503.6 million in the third quarter of 2011. Base business sales were up 3% (over 4% on a same selling day basis), with 3% growth on the swimming pool side of the business and 8% on the irrigation side of the business. This growth is primarily attributable to market share gains, modest growth in consumer discretionary expenditures and some price inflation, offset by a 1% decline from the impact of unfavorable currency fluctuations.

Gross profit for the third quarter of 2012 improved 2% to $151.5 million from $147.9 million in the comparable 2011 period. Gross profit as a percentage of net sales (gross margin) declined 70 basis points to 28.7% in the third quarter of 2012. The decrease in gross margin reflects a difficult comparison given the 60 basis point improvement in the third quarter last year, which included the benefit of 2011 mid-year vendor price increases. Unfavorable product and customer mix changes and continued competitive pricing pressures also contributed to the gross margin decline in the quarter.

Selling and administrative expenses (operating expenses) decreased 3% to $103.5 million in the third quarter of 2012 compared to the same period in 2011. Base business operating expenses were down 6% compared to the third quarter of 2011, as lower employee incentive costs, the impact of currency fluctuations on expenses, the impact of one less selling day and lower bad debt expense more than offset higher professional fees and inflationary increases in other costs.

The Company performed an interim goodwill impairment analysis for its United Kingdom reporting unit during the third quarter and recorded a non-cash goodwill impairment charge equal to the total current goodwill carrying amount of $6.9 million, which had a $0.14 negative impact on diluted EPS for the three and nine months ended September 30, 2012. Adjusted operating income, adjusted net income and adjusted diluted EPS for all periods exclude goodwill impairment and are provided in this release because the company believes these amounts are useful to investors in assessing year-over-year operating performance.

Operating income for the quarter was essentially flat at $41.0 million compared to 2011. Operating income as a percentage of net sales (operating margin) decreased 30 basis points to 7.8% for the third quarter of 2012 compared to the same period in 2011. Adjusted operating income for the quarter increased 17% to $48.0 million and adjusted operating margin increased 100 basis points to 9.1% for the third quarter of 2012 compared to the same period in 2011.


1


Net income decreased 12% to $21.4 million in the third quarter of 2012, with earnings per share down 10% to $0.45 per diluted share versus $0.50 per diluted share for the third quarter of 2011. Adjusted net income for the third quarter increased 17% to $28.3 million, while adjusted diluted EPS increased 18% to a record $0.59.

Net sales for the nine months ended September 30, 2012 increased 8% to a record $1,647.2 million from $1,522.9 million the comparable 2011 period. This growth included a 6% improvement in base business sales despite a 1% unfavorable foreign currency impact. Gross margin decreased approximately 60 basis points to 29.0% in the first nine months of 2012 from 29.6% for the same period last year.

Operating expenses were up 2% compared to the first nine months of 2011 due to acquired and new sales centers, with base business operating expenses declining 1%. Operating income for the first nine months of 2012 increased 11% to $155.2 million compared to $139.4 million in the same period last year. Excluding the goodwill impairment, year to date adjusted operating income increased 16% to $162.1 million.

Earnings per share for the first nine months of 2012 increased 12% to a record $1.87 per diluted share on net income of $90.0 million, compared to $1.67 per diluted share on net income of $82.1 million in the comparable 2011 period. Adjusted net income for the first nine months increased 18% to $96.9 million, while adjusted diluted EPS increased 20% to a record $2.01.

The balance sheet reflects improved working capital management with improved collections on customer accounts and higher inventory turns versus last year. Total net receivables increased 9% due primarily to the increase in net sales and higher vendor receivables, while inventory levels were up 3% including a 2% increase from recent acquisitions. Total debt outstanding at September 30, 2012 was $214.3 million, down $54.4 million compared to September 30, 2011.

Cash provided by operations was $124.5 million in the first nine months of 2012 compared to $32.0 million in the first nine months of 2011. This improvement reflects the increase in net income, favorable timing differences related to the inventory purchase and payment cycle and a benefit related to the deferral of our third quarter 2012 estimated federal tax payments. Share repurchases in the first nine months of 2012 totaled $53.3 million, or 1.5 million shares. Adjusted EBITDA (as defined in the addendum to this release) was $53.0 million in the third quarter of 2012 compared to $45.8 million in the third quarter of 2011, and $177.5 million for the nine months ended September 30, 2012 compared to $153.6 million for the nine months ended September 30, 2011.

“Based on results through September, we are revising our 2012 earnings guidance from our previous range of $1.75 to $1.82 per diluted share to a projected range of $1.80 to $1.83 per diluted share excluding the $0.14 goodwill impairment charge. We are confident in the long term growth opportunities available in our industry and are actively investing to realize those opportunities,” said Perez de la Mesa.

POOLCORP is the largest wholesale distributor of swimming pool and related backyard products. Currently, POOLCORP operates 312 sales centers in North America and Europe, through which it distributes more than 160,000 national brand and private label products to roughly 80,000 wholesale customers. For more information, please visit www.poolcorp.com.

This news release includes “forward-looking” statements that involve risk and uncertainties that are generally identifiable through the use of words such as “believe,” “expect,” “intend,” “plan,” “estimate,” “project” and similar expressions and include projections of earnings. The forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements speak only as of the date of this release, and we undertake no obligation to update or revise such statements to reflect new circumstances or unanticipated events as they occur. Actual results may differ materially due to a variety of factors, including the sensitivity of our business to weather conditions, changes in the economy and the housing market, our ability to maintain favorable relationships with suppliers and manufacturers, competition from other leisure product alternatives and mass merchants and other risks detailed in POOLCORP’s 2011 Annual Report on Form 10-K filed with the Securities and Exchange Commission.

CONTACT:
Craig K. Hubbard
985.801.5117
craig.hubbard@poolcorp.com

2


POOL CORPORATION
Consolidated Statements of Income
(Unaudited)
(In thousands, except per share data)

 
Three Months Ended
 
Nine Months Ended
 
 
September 30,
 
September 30,
 
 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
$
528,027

 
$
503,584

 
$
1,647,156

 
$
1,522,896

 
Cost of sales
 
376,526

 
 
355,678

 
 
1,168,687

 
 
1,072,141

 
Gross profit
 
151,501

 
 
147,906

 
 
478,469

 
 
450,755

 
Percent
 
28.7

%
 
29.4

%
 
29.0

%
 
29.6

%
 
 
 
 
 
 
 
 
 
 
 
 
 
Selling and administrative expenses
 
103,544

 
 
106,993

 
 
316,357

 
 
311,345

 
Goodwill impairment
 
6,946

 
 

 
 
6,946

 
 

 
Operating income
 
41,011

 
 
40,913

 
 
155,166

 
 
139,410

 
Percent
 
7.8

%
 
8.1

%
 
9.4

%
 
9.2

%
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net
 
1,687

 
 
1,641

 
 
5,364

 
 
5,110

 
Income before income taxes and equity earnings
 
39,324

 
 
39,272

 
 
149,802

 
 
134,300

 
Provision for income taxes
 
17,965

 
 
15,126

 
 
60,020

 
 
52,377

 
Equity earnings in unconsolidated investments
 
16

 
 
23

 
 
187

 
 
185

 
Net income
$
21,375

 
$
24,169

 
$
89,969

 
$
82,108

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
 
 
 
 
 
Basic
$
0.46

 
$
0.50

 
$
1.91

 
$
1.70

 
Diluted
$
0.45

 
$
0.50

 
$
1.87

 
$
1.67

 
Weighted average shares outstanding:
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
46,574

 
 
47,987

 
 
47,076

 
 
48,357

 
Diluted
 
47,787

 
 
48,772

 
 
48,205

 
 
49,157

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash dividends declared per common share
$
0.16

 
$
0.14

 
$
0.46

 
$
0.41

 




3


POOL CORPORATION
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands)

 
 
 
September 30,
 
 
September 30,
 
 
Change
 
 
 
 
2012
 
 
2011
 
 
$
 
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
28,818

 
$
20,656

 
$
8,162

 
40

%
 
Receivables, net
 
175,459

 
 
160,647

 
 
14,812

 
9

 
 
Product inventories, net
 
349,325

 
 
337,698

 
 
11,627

 
3

 
 
Prepaid expenses and other current assets
 
8,078

 
 
7,354

 
 
724

 
10

 
 
Deferred income taxes
 
11,561

 
 
10,145

 
 
1,416

 
14

 
Total current assets
 
573,241

 
 
536,500

 
 
36,741

 
7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property and equipment, net
 
46,643

 
 
40,774

 
 
5,869

 
14

 
Goodwill
 
169,983

 
 
178,516

 
 
(8,533
)
 
(5
)
 
Other intangible assets, net
 
11,270

 
 
11,953

 
 
(683
)
 
(6
)
 
Equity interest investments
 
1,066

 
 
976

 
 
90

 
9

 
Other assets, net
 
29,180

 
 
29,493

 
 
(313
)
 
(1
)
 
Total assets
$
831,383

 
$
798,212

 
$
33,171

 
4

%
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities and stockholders’ equity
 
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
Accounts payable
$
163,543

 
$
120,221

 
$
43,322

 
36

%
 
Accrued expenses and other current liabilities
 
102,805

 
 
70,718

 
 
32,087

 
45

 
 
Current portion of long-term debt and other long-term liabilities
 
23

 
 
22

 
 
1

 
5

 
Total current liabilities
 
266,371

 
 
190,961

 
 
75,410

 
39

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred income taxes
 
31,833

 
 
26,549

 
 
5,284

 
20

 
Long-term debt
 
214,328

 
 
268,700

 
 
(54,372
)
 
(20
)
 
Other long-term liabilities
 
6,381

 
 
7,503

 
 
(1,122
)
 
(15
)
 
Total liabilities
 
518,913

 
 
493,713

 
 
25,200

 
5

 
Total stockholders’ equity
 
312,470

 
 
304,499

 
 
7,971

 
3

 
Total liabilities and stockholders’ equity
$
831,383

 
$
798,212

 
$
33,171

 
4

%
__________________

1.
The allowance for doubtful accounts was $4.8 million at September 30, 2012 and $5.2 million at September 30, 2011.
2.
The inventory reserve was $9.6 million at September 30, 2012 and $7.4 million at September 30, 2011.




4


POOL CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
 
 
Nine Months Ended
 
 
 
 
 
 
September 30,
 
 
 
 
 
 
2012
 
 
2011
 
 
Change
 
Operating activities
 
 
 
 
 
 
 
 
 
Net income
$
89,969

 
$
82,108

 
$
7,861

 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
 
 
 
 
 
Depreciation
 
8,481

 
 
7,071

 
 
1,410

 
 
Amortization
 
962

 
 
1,243

 
 
(281
)
 
 
Share-based compensation
 
6,236

 
 
6,143

 
 
93

 
 
Excess tax benefits from share-based compensation
 
(2,534
)
 
 
(2,229
)
 
 
(305
)
 
 
Equity earnings in unconsolidated investments
 
(187
)
 
 
(185
)
 
 
(2
)
 
 
Goodwill impairment
 
6,946

 
 

 
 
6,946

 
 
Other
 
278

 
 
(3,892
)
 
 
4,170

 
Changes in operating assets and liabilities, net of effects of acquisitions:
 
 
 
 
 
 
 
 
 
 
Receivables
 
(63,015
)
 
 
(55,941
)
 
 
(7,074
)
 
 
Product inventories
 
39,644

 
 
10,999

 
 
28,645

 
 
Prepaid expenses and other assets
 
2,607

 
 
677

 
 
1,930

 
 
Accounts payable
 
(15,500
)
 
 
(49,542
)
 
 
34,042

 
 
Accrued expenses and other current liabilities
 
50,643

 
 
35,522

 
 
15,121

 
Net cash provided by operating activities
 
124,530

 
 
31,974

 
 
92,556

 
 
 
 
 
 
 
 
 
 
 
Investing activities
 
 
 
 
 
 
 
 
 
Acquisition of businesses, net of cash acquired
 
(4,580
)
 
 
(2,961
)
 
 
(1,619
)
 
Purchase of property and equipment, net of sale proceeds
 
(13,717
)
 
 
(16,959
)
 
 
3,242

 
Other investments
 
(249
)
 
 
(177
)
 
 
(72
)
 
Net cash used in investing activities
 
(18,546
)
 
 
(20,097
)
 
 
1,551

 
 
 
 
 
 
 
 
 
 
 
Financing activities
 
 
 
 
 
 
 
 
 
Proceeds from revolving line of credit
 
482,669

 
 
446,649

 
 
36,020

 
Payments on revolving line of credit
 
(415,641
)
 
 
(376,649
)
 
 
(38,992
)
 
Payments on long-term debt and other long-term liabilities
 
(100,017
)
 
 
(145
)
 
 
(99,872
)
 
Payments of deferred acquisition consideration
 

 
 
(500
)
 
 
500

 
Excess tax benefits from share-based compensation
 
2,534

 
 
2,229

 
 
305

 
Proceeds from stock issued under share-based compensation plans
 
13,180

 
 
9,506

 
 
3,674

 
Payments of cash dividends
 
(21,669
)
 
 
(19,798
)
 
 
(1,871
)
 
Purchases of treasury stock
 
(55,088
)
 
 
(62,842
)
 
 
7,754

 
Net cash used in financing activities
 
(94,032
)
 
 
(1,550
)
 
 
(92,482
)
 
Effect of exchange rate changes on cash and cash equivalents
 
(621
)
 
 
608

 
 
(1,229
)
 
Change in cash and cash equivalents
 
11,331

 
 
10,935

 
 
396

 
Cash and cash equivalents at beginning of period
 
17,487

 
 
9,721

 
 
7,766

 
Cash and cash equivalents at end of period
$
28,818

 
$
20,656

 
$
8,162

 




5


ADDENDUM

Base Business

The following table breaks out our consolidated results into the base business component and the excluded components (sales centers excluded from base business):

(Unaudited)
 
Base Business
Excluded
Total
(in thousands)
 
Three Months Ended
Three Months Ended
Three Months Ended
 
 
September 30,
September 30,
September 30,
 
 
2012
 
2011
 
2012
 
2011
 
2012
 
2011
 
Net sales
 
$
518,504

 
$
502,301

 
$
9,523

 
$
1,283

 
$
528,027

 
$
503,584

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross profit
 
148,738

 
147,541

 
2,763

 
365

 
151,501

 
147,906

 
Gross margin
 
28.7
%
 
29.4
%
 
29.0
 %
 
28.4
 %
 
28.7
%
 
29.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
 
100,315

 
106,619

 
3,229

 
374

 
103,544

 
106,993

 
Expenses as a % of net sales
 
19.3
%
 
21.2
%
 
33.9
 %
 
29.2
 %
 
19.6
%
 
21.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill impairment
 
6,946

 

 

 

 
6,946

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
41,477

 
40,922

 
(466
)
 
(9
)
 
41,011

 
40,913

 
Operating margin
 
8.0
%
 
8.1
%
 
(4.9
)%
 
(0.7
)%
 
7.8
%
 
8.1
%
 

(Unaudited)
 
Base Business
Excluded
 
Total
(in thousands)
 
Nine Months Ended
Nine Months Ended
 
Nine Months Ended
 
 
September 30,
September 30,
 
September 30,
 
 
2012
 
2011
 
2012
 
2011
 
 
2012
 
2011
 
Net sales
 
$
1,608,947

 
$
1,517,691

 
$
38,209

 
$
5,205

 
$
1,647,156

 
$
1,522,896

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross profit
 
467,582

 
449,285

 
10,887

 
1,470

 
478,469

 
450,755

 
Gross margin
 
29.1
%
 
29.6
%
 
28.5
 %
 
28.2
 %
 
29.0
%
 
29.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses
 
305,354

 
309,438

 
11,003

 
1,907

 
316,357

 
311,345

 
Expenses as a % of net sales
 
19.0
%
 
20.4
%
 
28.8
 %
 
36.6
 %
 
19.2
%
 
20.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill impairment
 
6,946

 

 

 

 
6,946

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating income (loss)
 
155,282

 
139,847

 
(116
)
 
(437
)
 
155,166

 
139,410

 
Operating margin
 
9.7
%
 
9.2
%
 
(0.3
)%
 
(8.4
)%
 
9.4
%
 
9.2
%
 


6


We have excluded the following acquisitions from base business for the periods identified:



Acquired (1)
 

Acquisition
Date
 
Net
Sales Centers Acquired
 

Periods
Excluded
CCR Distribution
 
March 2012
 
1
 
March–September 2012
Ideal Distributors Ltd.
 
February 2012
 
4
 
February–September 2012
G.L. Cornell Company
 
December 2011
 
1
 
January–September 2012
Poolway Schwimmbadtechnik GmbH
 
November 2011
 
1
 
January–September 2012
The Kilpatrick Company, Inc.
 
May 2011
 
4
 
January–July 2012 and
May–July 2011
Turf Equipment Supply Co.
 
December 2010
 
3
 
January–February 2012 and
  January–February 2011
Pool Boat and Leisure, S.A.
 
December 2010
 
1
 
January–February 2012 and
  January–February 2011
(1) 
We acquired certain distribution assets of each of these companies.

We exclude the following sales centers from base business results for a period of 15 months (parenthetical numbers for each category indicate the number of sales centers excluded as of September 30, 2012):

acquired sales centers (see table above);
existing sales centers consolidated with acquired sales centers (0);
closed sales centers (0);
consolidated sales centers in cases where we do not expect to maintain the majority of the existing business (0); and
sales centers opened in new markets (4).

We generally allocate corporate overhead expenses to excluded sales centers on the basis of their net sales as a percentage of total net sales. After 15 months of operations, we include acquired, consolidated and new market sales centers in the base business calculation including the comparative prior year period.

The table below summarizes the changes in our sales centers in the first nine months of 2012:

December 31, 2011
298
 
Acquired
5
 
New locations
9
 
September 30, 2012
312
 




7


Adjusted EBITDA

We define Adjusted EBITDA as net income or net loss plus interest expense, income taxes, depreciation, amortization, share-based compensation, goodwill and other non-cash impairments and equity earnings or loss in unconsolidated investments.  Adjusted EBITDA is not a measure of cash flow or liquidity as determined by generally accepted accounting principles (GAAP). We have included Adjusted EBITDA as a supplemental disclosure because we believe that it is widely used by our investors, industry analysts and others as a useful supplemental liquidity measure in conjunction with cash flows provided by or used in operating activities to help investors understand our ability to provide cash flows to fund growth, service debt and pay dividends as well as compare our cash flow generating capacity from year to year.

We believe Adjusted EBITDA should be considered in addition to, not as a substitute for, operating income or loss, net income or loss, cash flows provided by or used in operating, investing and financing activities or other income statement or cash flow statement line items reported in accordance with GAAP. Other companies may calculate Adjusted EBITDA differently than we do, which may limit its usefulness as a comparative measure.

The table below presents a reconciliation of net income to Adjusted EBITDA.

(Unaudited)
 
Three Months Ended
 
Nine Months Ended
 
(In thousands)
 
September 30,
 
September 30,
 
 
 
 
2012
 
 
2011
 
 
2012
 
 
2011
 
Net income
$
21,375

 
$
24,169

 
$
89,969

 
$
82,108

 
 
Add:
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense (1)
 
1,687

 
 
1,641

 
 
5,364

 
 
5,110

 
 
Provision for income taxes
 
17,965

 
 
15,126

 
 
60,020

 
 
52,377

 
 
Share-based compensation
 
1,930

 
 
2,059

 
 
6,236

 
 
6,143

 
 
Goodwill impairment
 
6,946

 
 

 
 
6,946

 
 

 
 
Equity earnings in unconsolidated investments
 
(16
)
 
 
(23
)
 
 
(187
)
 
 
(185
)
 
 
Depreciation
 
2,922

 
 
2,601

 
 
8,481

 
 
7,071

 
 
Amortization (2)
 
228

 
 
271

 
 
671

 
 
1,021

 
Adjusted EBITDA
$
53,037

 
$
45,844

 
$
177,500

 
$
153,645

 
    
(1) 
Shown net of interest income and includes amortization of deferred financing costs as discussed below.
(2) 
Excludes amortization of deferred financing costs of $96 and $74 for the three months ended September 30, 2012 and September 30, 2011, respectively, and $291 and $222 for the nine months ended September 30, 2012 and September 30, 2011, respectively.

The table below presents a reconciliation of Adjusted EBITDA to net cash provided by operating activities. Please see page 5 for our Condensed Consolidated Statements of Cash Flows.

(Unaudited)
 
Three Months Ended
 
 
Nine Months Ended
 
(In thousands)
 
September 30,
 
 
September 30,
 
 
 
 
2012
 
 
2011
 
 
2012
 
 
2011
 
Adjusted EBITDA
$
53,037

 
$
45,844

 
$
177,500

 
$
153,645

 
 
Add:
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net of interest income
 
(1,591
)
 
 
(1,567
)
 
 
(5,073
)
 
 
(4,888
)
 
 
Provision for income taxes
 
(17,965
)
 
 
(15,126
)
 
 
(60,020
)
 
 
(52,377
)
 
 
Excess tax benefits from share-based compensation
 
(925
)
 
 
(208
)
 
 
(2,534
)
 
 
(2,229
)
 
 
Other
 
(970
)
 
 
(1,094
)
 
 
278

 
 
(3,892
)
 
 
Change in operating assets and liabilities
 
59,423

 
 
23,064

 
 
14,379

 
 
(58,285
)
 
Net cash provided by operating activities
$
91,009

 
$
50,913

 
$
124,530

 
$
31,974

 

8