What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-07-30 compared with 2024-04-29 · 60 added, 26 removed, 288 unchanged (23% of the section changed)

3 unchanged sentences

(In thousands, except per share data)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net sales $ 1,769,784 $ 1,857,363 $ 2,890,594 $ 3,064,138

19 unchanged sentences

(In thousands)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net income $ 192,439 $ 232,250 $ 271,324 $ 333,949

1 unchanged sentence

Foreign currency translation (loss) gain ( 4,684 ) 2,801 ( 8,352 ) 5,271

Unrealized gain (loss) on interest rate swaps, net of the change in taxes of $( 742 ) and $ 1,269

Unrealized (loss) gain on interest rate swaps, net of the change in taxes of $ 459 , $( 1,166 ), $( 284 ) and $ 104

( 1,376 ) 3,497 850 ( 313 )

Total other comprehensive loss ( 1,442 ) ( 1,340 )

Total other comprehensive (loss) income ( 6,060 ) 6,298 ( 7,502 ) 4,958

Comprehensive income $ 186,379 $ 238,548 $ 263,822 $ 338,907

3 unchanged sentences

(In thousands, except share data)

March 31, March 31, December 31,

June 30, June 30, December 31,

2024 2023 2023

30 unchanged sentences

38,289,105 , 39,048,604 and 38,354,829 shares issued and

outstanding at March 31, 2024, March 31, 2023 and

outstanding at June 30, 2024, June 30, 2023 and

December 31, 2023, respectively

1 unchanged sentence

Retained earnings 798,204 854,559 699,990

Accumulated other comprehensive income 5,140 4,555 6,582

Accumulated other comprehensive (loss) income ( 920 ) 10,853 6,582

Total stockholders’ equity 1,423,669 1,458,532 1,312,787

4 unchanged sentences

(In thousands)

Three Months Ended

Six Months Ended

Operating activities

21 unchanged sentences

Payments on revolving line of credit ( 830,400 ) ( 1,001,399 )

Payments on term loan under credit facility ( 6,250 ) —

Proceeds from asset-backed financing 467,000 388,900

19 unchanged sentences

Comprehensive

Shares Amount Capital Earnings Income Total

Shares Amount Capital Earnings (Loss) Income Total

Balance at December 31, 2023 38,355 $ 38 $ 606,177 $ 699,990 $ 6,582 $ 1,312,787

13 unchanged sentences

Balance at March 31, 2024 38,462 $ 38 $ 620,278 $ 720,228 $ 5,140 $ 1,345,684

— — — 192,439 — 192,439

Foreign currency translation

— — — — ( 4,684 ) ( 4,684 )

Interest rate swaps, net of the change in taxes of $ 459

— — — — ( 1,376 ) ( 1,376 )

Repurchases of common stock, net of retirements

( 181 ) — — ( 68,519 ) — ( 68,519 )

Share-based compensation

— — 5,016 — — 5,016

Issuance of stock under share-based compensation plans

8 — 1,053 — — 1,053

Declaration of cash dividends

— — — ( 45,944 ) — ( 45,944 )

Balance at June 30, 2024 38,289 $ 38 $ 626,347 $ 798,204 $ ( 920 ) $ 1,423,669

Common Stock Additional

17 unchanged sentences

Balance at March 31, 2023 39,033 $ 39 $ 586,595 $ 665,561 $ 4,555 $ 1,256,750

— — — 232,250 — 232,250

Foreign currency translation

— — — — 2,801 2,801

Interest rate swaps, net of the change in taxes of $( 1,166 )

— — — — 3,497 3,497

Repurchases of common stock, net of retirements

Share-based compensation

— — 5,073 — — 5,073

Issuance of stock under share-based compensation plans

16 — 1,413 — — 1,413

Declaration of cash dividends

— — — ( 42,945 ) — ( 42,945 )

Other — — ( 307 ) — ( 307 )

Balance at June 30, 2023 39,049 $ 39 $ 593,081 $ 854,559 $ 10,853 $ 1,458,532

The accompanying Notes are an integral part of the Consolidated Financial Statements.

9 unchanged sentences

You should read the interim Consolidated Financial Statements in conjunction with the Consolidated Financial Statements and accompanying notes in our 2023 Annual Report on Form 10-K.

The results for our three-month period ended March 31, 2024, are not necessarily indicative of the expected results for our fiscal year ending December 31, 2024.

The results for our three and six-month periods ended June 30, 2024, are not necessarily indicative of the expected results for our fiscal year ending December 31, 2024.

We reduce federal and state income taxes payable by the tax benefits associated with the exercise of nonqualified stock options and the lapse of restrictions on restricted stock awards.

1 unchanged sentence

We record all excess tax benefits as a component of income tax benefit or expense on the Consolidated Statements of Income in the period in which stock options are exercised or restrictions on restricted stock awards lapse.

We recorded excess tax benefits of $ 7.4 million in the first quarter of 2024 compared to $ 4.8 million in the first quarter of 2023.

We recorded excess tax benefits of $ 0.4 million in the second quarter of 2024 compared to $ 0.6 million in the second quarter of 2023 and $ 7.8 million in the six months ended June 30, 2024, compared to $ 5.4 million in the six months ended June 30, 2023.

Retained Earnings

We account for the retirement of repurchased shares as a reduction of Retained earnings.

As of March 31, 2024, the Retained earnings on our Consolidated Balance Sheets reflects cumulative net income, the cumulative impact of adjustments for changes in accounting pronouncements, share retirements since the inception of our share repurchase programs of $ 2.5 billion and cumulative dividends of $ 1.2 billion .

Accumulated Other Comprehensive Income

The table below presents the components of our Accumulated other comprehensive income balance (in thousands):

March 31, December 31,

As of June 30, 2024, the Retained earnings on our Consolidated Balance Sheets reflects cumulative net income, the cumulative impact of adjustments for changes in accounting pronouncements, share retirements since the inception of our share repurchase programs of $ 2.5 billion and cumulative dividends of $ 1.2 billion .

Accumulated Other Comprehensive (Loss) Income

The table below presents the components of our Accumulated other comprehensive (loss) income balance (in thousands):

June 30, December 31,

2024 2023 2023

2 unchanged sentences

20,131 25,191 19,281

Accumulated other comprehensive income $ 5,140 $ 4,555 $ 6,582

Accumulated other comprehensive (loss) income $ ( 920 ) $ 10,853 $ 6,582

Recent Accounting Pronouncements Pending Adoption

24 unchanged sentences

Our participating securities include share-based payment awards that contain a non-forfeitable right to receive dividends and are considered to participate in undistributed earnings with common shareholders.

Participating securities excluded from weighted average common shares outstanding were 205,000 for the three months ended March 31, 2024 and 213,000 for the three months ended March 31, 2023.

Participating securities excluded from weighted average common shares outstanding were 208,000 for the three months ended June 30, 2024 and 205,000 for the three months ended June 30, 2023, and 206,000 for the six months ended June 30, 2024 and 209,000 for the six months ended June 30, 2023.

The table below presents the computation of earnings per share, including the reconciliation of basic and diluted weighted average shares outstanding (in thousands, except per share data):

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Net income $ 192,439 $ 232,250 $ 271,324 $ 333,949

12 unchanged sentences

Note 3 – Acquisitions

In May 2024, we acquired the distribution assets of Swimline Distributors, Inc., a wholesale distributor of swimming pool products and supplies, adding one location in Georgia .

In January 2024, we acquired the distribution assets of Shoreline Pool Distribution, a wholesale distributor of swimming pool products and supplies, adding one location in Mississippi.

17 unchanged sentences

The table below presents our assets and liabilities measured and recorded at fair value on a recurring basis (in thousands):

Fair Value at March 31,

Fair Value at June 30,

Input Level Classification 2024 2023

8 unchanged sentences

We recognize any differences between the variable interest rate in effect and the fixed interest rates per our swap contracts as an adjustment to interest expense over the life of the swaps.

To the extent our derivatives are effective in offsetting the variability of the hedged cash flows, we record the changes in the estimated fair value of our interest rate swap contracts to Accumulated other comprehensive income on the Consolidated Balance Sheets.

We currently have two swap contracts in place.

1 unchanged sentence

Interest expense related to the notional amounts under these swap contracts is based on the fixed rates plus the applicable margin on a portion of our variable rate borrowings.

Changes in the estimated fair value of these interest rate swap contracts are recorded to Accumulated other comprehensive income on the Consolidated Balance Sheets.

Changes in the estimated fair value of these interest rate swap contracts are recorded to Accumulated other comprehensive (loss) income on the Consolidated Balance Sheets.

The following table provides additional details related to these swap contracts:

3 unchanged sentences

Interest rate swap 2 March 9, 2020 September 29, 2022 February 26, 2027 $ 150.0 0.6690 %

For the interest rate swap contracts in effect at March 31, 2024, a portion of the change in the estimated fair value between periods relates to future interest expense.

Recognition of the change in fair value between periods attributable to accrued interest is reclassified from Accumulated other comprehensive income on the Consolidated Balance Sheets to Interest and other non-operating expenses, net on the Consolidated Statements of Income.

These amounts were not material in the three-month periods ended March 31, 2024 or March 31, 2023.

For the interest rate swap contracts in effect at June 30, 2024, a portion of the change in the estimated fair value between periods relates to future interest expense.

Recognition of the change in fair value between periods attributable to accrued interest is reclassified from Accumulated other comprehensive (loss) income on the Consolidated Balance Sheets to Interest and other non-operating expenses, net on the Consolidated Statements of Income.

These amounts were not material in the three and six-month periods ended June 30, 2024 or June 30, 2023.

We also have in place a forward-starting interest rate swap contract to extend the hedged period for future interest payments on a portion of our variable rate borrowings.

3 unchanged sentences

Forward-starting interest rate swap March 9, 2020 February 28, 2025 February 26, 2027 $ 150.0 0.7630 %

Failure of our swap counterparties would result in the loss of any potential benefit to us under our swap agreements.

Failure of any of our swap counterparties would result in the loss of any potential benefit to us under our swap agreements.

In this case, we would still be obligated to pay the variable interest payments underlying our debt agreements.

31 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements