Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 24, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2022 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 0-26640 | |
Entity Registrant Name | POOL CORPORATION | |
Entity Central Index Key | 0000945841 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
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 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | POOL | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 39,050,618 |
Consolidated Statements of Inco
Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,615,339 | $ 1,411,448 | $ 5,083,807 | $ 4,260,027 |
Cost of sales | 1,111,652 | 969,549 | 3,466,126 | 2,965,311 |
Gross profit | 503,687 | 441,899 | 1,617,681 | 1,294,716 |
Selling and administrative expenses | 239,810 | 204,623 | 699,192 | 589,823 |
Operating income | 263,877 | 237,276 | 918,489 | 704,893 |
Interest and other non-operating expenses, net | 11,707 | 2,317 | 25,428 | 6,862 |
Income before income taxes and equity earnings | 252,170 | 234,959 | 893,061 | 698,031 |
Provision for income taxes | 62,205 | 50,386 | 216,687 | 155,240 |
Equity earnings in unconsolidated investments, net | 90 | 92 | 226 | 224 |
Net income | $ 190,055 | $ 184,665 | $ 676,600 | $ 543,015 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 4.82 | $ 4.60 | $ 16.99 | $ 13.53 |
Diluted (in dollars per share) | $ 4.78 | $ 4.54 | $ 16.82 | $ 13.32 |
Weighted average shares outstanding: [Abstract] | ||||
Basic (in shares) | 39,214 | 40,101 | 39,599 | 40,146 |
Diluted (in shares) | 39,580 | 40,691 | 40,012 | 40,766 |
Cash dividends declared per common share | $ 1 | $ 0.80 | $ 2.80 | $ 2.18 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ 190,055 | $ 184,665 | $ 676,600 | $ 543,015 |
Other comprehensive (loss) income: | ||||
Foreign currency translation | (11,152) | (3,555) | (18,491) | (3,522) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 8,776 | 1,473 | 25,267 | 8,453 |
Total other comprehensive (loss) income | (2,376) | (2,082) | 6,776 | 4,931 |
Comprehensive income | $ 187,679 | $ 182,583 | $ 683,376 | $ 547,946 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | $ (2,925) | $ (1,631) | $ (3,866) | $ (491) | $ 719 | $ (3,046) | $ (8,422) | $ (2,818) |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 |
Current assets: | |||
Cash and cash equivalents | $ 49,079 | $ 24,321 | $ 83,475 |
Receivables, net | 189,173 | 155,259 | 174,987 |
Receivables pledged under receivables facility | 360,623 | 221,312 | 301,163 |
Product inventories, net | 1,539,572 | 1,339,100 | 1,043,407 |
Prepaid expenses and other current assets | 61,032 | 29,093 | 23,368 |
Total current assets | 2,199,479 | 1,769,085 | 1,626,400 |
Property and equipment, net | 184,387 | 179,008 | 111,339 |
Goodwill Balances | 691,786 | 688,364 | 281,300 |
Other intangible assets, net | 307,389 | 312,814 | 12,067 |
Equity interest investments | 1,190 | 1,231 | 1,242 |
Operating lease assets | 255,611 | 241,662 | 221,007 |
Other assets | 48,213 | 37,967 | 28,878 |
Total assets | 3,688,055 | 3,230,131 | 2,282,233 |
Current liabilities: | |||
Accounts payable | 442,226 | 398,697 | 414,156 |
Accrued expenses and other current liabilities | 210,448 | 264,877 | 231,794 |
Short-term borrowings and current portion of long-term debt | 12,208 | 11,772 | 10,744 |
Current operating lease liabilities | 72,378 | 69,070 | 65,442 |
Total current liabilities | 737,260 | 744,416 | 722,136 |
Deferred income taxes | 45,247 | 35,840 | 30,275 |
Long-term debt, net | 1,500,337 | 1,171,578 | 352,075 |
Other long-term liabilities | 26,744 | 31,545 | 34,176 |
Non-current operating lease liabilities | 187,589 | 175,359 | 158,359 |
Total liabilities | 2,497,177 | 2,158,738 | 1,297,021 |
Stockholders' equity: | |||
Common stock | 39 | 40 | 40 |
Additional paid-in capital | 570,855 | 551,963 | 542,858 |
Retained earnings | 620,692 | 526,874 | 451,401 |
Accumulated other comprehensive loss | (708) | (7,484) | (9,087) |
Total stockholders’ equity | 1,190,878 | 1,071,393 | 985,212 |
Total liabilities and stockholders' equity | $ 3,688,055 | $ 3,230,131 | $ 2,282,233 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 |
Statement of Financial Position [Abstract] | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 |
Common Stock, Shares, Outstanding | 39,054,302 | 40,192,901 | 40,079,584 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Operating activities | ||
Net Income | $ 676,600 | $ 543,015 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | ||
Depreciation | 23,172 | 21,027 |
Amortization | 6,523 | 1,064 |
Share-based compensation | 11,691 | 11,755 |
Equity in earnings of unconsolidated investments, net | (226) | (224) |
Other | 12,644 | 5,256 |
Changes in operating assets and liabilities, net of effects of acquisitions: | ||
Receivables | (181,775) | (186,772) |
Product inventories | (223,268) | (267,341) |
Prepaid expenses and other assets | (31,171) | (22,674) |
Accounts payable | 46,564 | 146,616 |
Accrued expenses and other current liabilities | (33,284) | 107,343 |
Net Cash Provided by operating activities | 307,470 | 359,065 |
Investing activities | ||
Acquisition of businesses, net of cash acquired | (8,309) | (17,887) |
Purchases of property and equipment, net of sale proceeds | (27,965) | (24,223) |
Other Investments | 1,760 | 0 |
Net cash used in investing activities | (34,514) | (42,110) |
Financing activities | ||
Proceeds from revolving line of credit | 1,629,740 | 791,508 |
Payments on revolving line of credit | (1,629,688) | (730,277) |
Proceeds from Long-term Lines of Credit | 250,000 | 0 |
Proceeds from asset-backed financing | 215,000 | 310,000 |
Payments on asset-backed financing | (130,000) | (415,000) |
Payments on term facility | (6,937) | (6,938) |
Proceeds from short-term borrowings and current portion of long-term debt | 27,396 | 7,880 |
Payments on short-term borrowings and current portion of long-term debt | (26,960) | (9,006) |
Payments of Financing Costs | 0 | (1,610) |
Payments of deferred and contingent acquisition consideration | (1,374) | (362) |
Proceeds from stock issued under share-based compensation plans | 7,201 | 11,524 |
Payments of cash dividends | (111,572) | (87,509) |
Purchases of treasury stock | (471,210) | (137,975) |
Net cash used in financing activities | (248,404) | (267,765) |
Effect of exchange rate changes on cash and cash equivalents | 206 | 157 |
Change in cash and cash equivalents | 24,758 | 49,347 |
Cash and cash equivalents at beginning of period | 24,321 | 34,128 |
Cash and cash equivalents at end of period | $ 49,079 | $ 83,475 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital | Retained Earnings (Deficit) | Accumulated Other Comprehensive Income (Loss) |
Balance (in shares) at Dec. 31, 2020 | 40,232,000 | ||||
Balance at Dec. 31, 2020 | $ 639,470 | $ 40 | $ 519,579 | $ 133,870 | $ (14,019) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 98,655 | 0 | 0 | 98,655 | 0 |
Foreign currency translation | (1,268) | 0 | 0 | 0 | (1,268) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (3,046) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 9,137 | $ 0 | 0 | 0 | 9,137 |
Repurchases of common stock, net of retirements (shares) | (215,000) | ||||
Repurchases of common stock, net of retirements | (71,516) | $ 0 | 0 | (71,516) | 0 |
Share-based compensation | 3,837 | $ 0 | 3,837 | 0 | 0 |
Issuance of shares under share-based compensation plans (shares) | 69,000 | ||||
Issuance of stock under share-based compensation plans | 2,912 | $ 0 | 2,912 | 0 | 0 |
Declaration of cash dividends | (23,299) | $ 0 | 0 | (23,299) | 0 |
Balance (in shares) at Mar. 31, 2021 | 40,086,000 | ||||
Balance at Mar. 31, 2021 | 657,928 | $ 40 | 526,328 | 137,710 | (6,150) |
Balance (in shares) at Dec. 31, 2020 | 40,232,000 | ||||
Balance at Dec. 31, 2020 | 639,470 | $ 40 | 519,579 | 133,870 | (14,019) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 543,015 | 543,015 | |||
Foreign currency translation | (3,522) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (2,818) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | $ 8,453 | ||||
Balance (in shares) at Sep. 30, 2021 | 40,079,584 | 40,080,000 | |||
Balance at Sep. 30, 2021 | $ 985,212 | $ 40 | 542,858 | 451,401 | (9,087) |
Balance (in shares) at Mar. 31, 2021 | 40,086,000 | ||||
Balance at Mar. 31, 2021 | 657,928 | $ 40 | 526,328 | 137,710 | (6,150) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 259,695 | 0 | 0 | 259,695 | 0 |
Foreign currency translation | 1,302 | 0 | 0 | 0 | 1,302 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | 719 | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | (2,157) | $ 0 | 0 | 0 | (2,157) |
Repurchases of common stock, net of retirements (shares) | (45,000) | ||||
Repurchases of common stock, net of retirements | (18,619) | $ 0 | 0 | (18,619) | 0 |
Share-based compensation | 3,712 | $ 0 | 3,712 | 0 | 0 |
Issuance of shares under share-based compensation plans (shares) | 90,000 | ||||
Issuance of stock under share-based compensation plans | 5,006 | $ 0 | 5,006 | 0 | 0 |
Declaration of cash dividends | (32,119) | $ 0 | 0 | (32,119) | 0 |
Balance (in shares) at Jun. 30, 2021 | 40,131,000 | ||||
Balance at Jun. 30, 2021 | 874,748 | $ 40 | 535,046 | 346,667 | (7,005) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 184,665 | 0 | 0 | 184,665 | 0 |
Foreign currency translation | (3,555) | 0 | 0 | 0 | (3,555) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (491) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 1,473 | $ 0 | 0 | 0 | 1,473 |
Repurchases of common stock, net of retirements (shares) | (100,000) | ||||
Repurchases of common stock, net of retirements | (47,840) | $ 0 | 0 | (47,840) | 0 |
Share-based compensation | 4,206 | $ 0 | 4,206 | 0 | 0 |
Issuance of shares under share-based compensation plans (shares) | 49,000 | ||||
Issuance of stock under share-based compensation plans | 3,606 | $ 0 | 3,606 | 0 | 0 |
Declaration of cash dividends | $ (32,091) | $ 0 | 0 | (32,091) | 0 |
Balance (in shares) at Sep. 30, 2021 | 40,079,584 | 40,080,000 | |||
Balance at Sep. 30, 2021 | $ 985,212 | $ 40 | 542,858 | 451,401 | (9,087) |
Balance (in shares) at Dec. 31, 2021 | 40,192,901 | 40,193,000 | |||
Balance at Dec. 31, 2021 | $ 1,071,393 | $ 40 | 551,963 | 526,874 | (7,484) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 179,261 | 0 | 0 | 179,261 | 0 |
Foreign currency translation | (214) | 0 | 0 | 0 | (214) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (3,866) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 11,598 | $ 0 | 0 | 0 | 11,598 |
Repurchases of common stock, net of retirements (shares) | (138,000) | ||||
Repurchases of common stock, net of retirements | (62,420) | $ 0 | 0 | (62,420) | 0 |
Share-based compensation | 3,657 | $ 0 | 3,657 | 0 | 0 |
Issuance of shares under share-based compensation plans (shares) | 55,000 | ||||
Issuance of stock under share-based compensation plans | 3,135 | $ 0 | 3,135 | 0 | 0 |
Declaration of cash dividends | (32,132) | $ 0 | 0 | (32,132) | 0 |
Balance (in shares) at Mar. 31, 2022 | 40,110,000 | ||||
Balance at Mar. 31, 2022 | $ 1,174,278 | $ 40 | 558,755 | 611,583 | 3,900 |
Balance (in shares) at Dec. 31, 2021 | 40,192,901 | 40,193,000 | |||
Balance at Dec. 31, 2021 | $ 1,071,393 | $ 40 | 551,963 | 526,874 | (7,484) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 676,600 | 676,600 | |||
Foreign currency translation | (18,491) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (8,422) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | $ 25,267 | ||||
Balance (in shares) at Sep. 30, 2022 | 39,054,302 | 39,054,000 | |||
Balance at Sep. 30, 2022 | $ 1,190,878 | $ 39 | 570,855 | 620,692 | (708) |
Balance (in shares) at Mar. 31, 2022 | 40,110,000 | ||||
Balance at Mar. 31, 2022 | 1,174,278 | $ 40 | 558,755 | 611,583 | 3,900 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 307,283 | 0 | 0 | 307,283 | 0 |
Foreign currency translation | (7,125) | 0 | 0 | 0 | (7,125) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (1,631) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 4,893 | $ 0 | 0 | 0 | 4,893 |
Repurchases of common stock, net of retirements (shares) | (547,000) | ||||
Repurchases of common stock, net of retirements | (216,261) | $ 0 | 0 | (216,261) | 0 |
Share-based compensation | 3,914 | $ 0 | 3,914 | 0 | 0 |
Issuance of shares under share-based compensation plans (shares) | 25,000 | ||||
Issuance of stock under share-based compensation plans | 1,972 | $ 0 | 1,972 | 0 | 0 |
Declaration of cash dividends | (39,896) | $ 0 | 0 | (39,896) | 0 |
Balance (in shares) at Jun. 30, 2022 | 39,588,000 | ||||
Balance at Jun. 30, 2022 | 1,229,058 | $ 40 | 564,641 | 662,709 | 1,668 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net Income | 190,055 | 0 | 0 | 190,055 | 0 |
Foreign currency translation | (11,152) | 0 | 0 | 0 | (11,152) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | (2,925) | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | 8,776 | $ 0 | 0 | 0 | 8,776 |
Repurchases of common stock, net of retirements (shares) | (549,000) | ||||
Repurchases of common stock, net of retirements | (192,529) | $ (1) | 0 | (192,528) | 0 |
Share-based compensation | 4,120 | $ 0 | 4,120 | 0 | 0 |
Issuance of shares under share-based compensation plans (shares) | 15,000 | ||||
Issuance of stock under share-based compensation plans | 2,094 | $ 0 | 2,094 | 0 | 0 |
Declaration of cash dividends | $ (39,544) | $ 0 | 0 | (39,544) | 0 |
Balance (in shares) at Sep. 30, 2022 | 39,054,302 | 39,054,000 | |||
Balance at Sep. 30, 2022 | $ 1,190,878 | $ 39 | $ 570,855 | $ 620,692 | $ (708) |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax | $ (2,925) | $ (1,631) | $ (3,866) | $ (491) | $ 719 | $ (3,046) | $ (8,422) | $ (2,818) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Pool Corporation (the Company , which may be referred to as we, us or our ) prepared the unaudited interim Consolidated Financial Statements following U.S. generally accepted accounting principles (GAAP) and the requirements of the Securities and Exchange Commission (SEC) for interim financial information. As permitted under those rules, we have condensed or omitted certain footnotes and other financial information required for complete financial statements. The interim Consolidated Financial Statements include all normal and recurring adjustments that are necessary for a fair presentation of our financial position and operating results. All significant intercompany accounts and intercompany transactions have been eliminated. A description of our significant accounting policies is included in our 2021 Annual Report on Form 10-K. You should read the interim Consolidated Financial Statements in conjunction with the Consolidated Financial Statements and accompanying notes in our 2021 Annual Report on Form 10-K. The results for our three and nine-month periods ended September 30, 2022, are not necessarily indicative of the expected results for our fiscal year ending December 31, 2022. Income Taxes 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. To the extent realized tax deductions exceed the amount of previously recognized deferred tax benefits related to share-based compensation, we record an excess tax benefit. 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 $0.6 million in the third quarter of 2022 compared to $4.2 million in the third quarter of 2021 and $9.5 million in the nine months ended September 30, 2022, compared to $15.9 million in the nine months ended September 30, 2021. Retained Earnings We account for the retirement of treasury shares as a reduction of Retained earnings. As of September 30, 2022, the Retained earnings on our Consolidated Balance Sheets reflects cumulative net income, the cumulative impact of adjustments for changes in accounting pronouncements, treasury share retirements since the inception of our share repurchase programs of $2.1 billion and cumulative dividends of $902.0 million. Accumulated Other Comprehensive Loss The table below presents the components of our Accumulated other comprehensive loss balance (in thousands): September 30, December 31, 2022 2021 2021 Foreign currency translation adjustments $ (28,071) $ (8,437) $ (9,580) Unrealized gains (losses) on interest rate swaps, net of tax 27,363 (650) 2,096 Accumulated other comprehensive loss $ (708) $ (9,087) $ (7,484) Recent Accounting Pronouncements Pending Adoption The following table summarizes the recent accounting pronouncements that we plan to adopt in future periods: Standard Description Effective Date Effect on Financial Statements and Other Significant Matters ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and ASU 2021-01, Reference Rate Reform (Topic 848): Scope Provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to transactions affected by reference rate reform if certain criteria are met. These transactions include: contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. Entities may apply the provisions of the new standard as of the beginning of the reporting period when the election is made. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope . The amendments in this ASU refine the scope of ASC 848 and clarify some of its guidance as it relates to recent rate reform activities. The provisions of these updates are only available until December 31, 2022, when the reference rate replacement activity is expected to be completed. Our exposure related to the expected cessation of LIBOR is limited to the interest expense and certain fees we incur on balances outstanding under our three major credit facilities. We do not expect that there will be a material impact to the financial statements as a result of adopting these ASUs. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share We calculate basic and diluted earnings per share using the two-class method. Earnings per share under the two-class method is calculated using net income attributable to common stockholders, which is net income reduced by the earnings allocated to participating securities. 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 213 thousand in the third quarter of 2022 and 223 thousand for the nine months ended September 30, 2022. 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 Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Net income $ 190,055 $ 184,665 $ 676,600 $ 543,015 Amounts allocated to participating securities (1,019) — (3,764) — Net income attributable to common stockholders $ 189,036 $ 184,665 $ 672,836 $ 543,015 Weighted average common shares outstanding: Basic 39,214 40,101 39,599 40,146 Effect of dilutive securities: Stock options and employee stock purchase plan 366 590 413 620 Diluted 39,580 40,691 40,012 40,766 Earnings per share attributable to common stockholders: Basic $ 4.82 $ 4.60 $ 16.99 $ 13.53 Diluted $ 4.78 $ 4.54 $ 16.82 $ 13.32 Anti-dilutive stock options excluded from diluted earnings per share computations (1) 33 — 33 — (1) Since these options have exercise prices that are higher than the average market prices of our common stock, including them in the calculation would have an anti-dilutive effect on earnings per share. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions In April 2022, we acquired the distribution assets of Tri-State Pool Distributors, a wholesale distributor of swimming pool equipment, chemicals and supplies, adding one location in West Virginia. On December 16, 2021, we acquired Porpoise Pool & Patio, Inc. (“Porpoise”) for $788.7 million, net of cash acquired. The acquisition was funded with borrowings on our amended and restated revolving credit facility (the “Credit Facility”). Porpoise’s primary operations, Sun Wholesale Supply, Inc., a wholesale distributor of swimming pool and outdoor-living products, added one distribution location in Florida. It also services Pinch A Penny, Inc., a franchisor of independently owned and operated pool and outdoor living-related specialty retail stores. We preliminarily recognized goodwill of $403.5 million, other intangible assets of $301.0 million and tangible assets of $84.2 million, which included $57.4 million of acquired land and buildings. For additional discussion of goodwill and other intangible assets, see Note 3 of “Notes to Consolidated Financial Statements,” included in Part II, Item 8 of our 2021 Annual Report on Form 10-K. The final allocation of the fair value of the Porpoise acquisition, including the allocation of goodwill and intangible assets, is not complete but will be finalized within the allowable measurement period. We do not expect the future results of this acquisition to have a material impact on our financial position or results of operations. In December 2021, we acquired the distribution assets of Wingate Supply, Inc., a wholesale distributor of irrigation and landscape maintenance products, adding one location in Florida. In June 2021, we acquired the distribution assets of Vak Pak Builders Supply, Inc., a wholesale distributor of swimming pool equipment, chemicals and supplies, adding one location in Florida. In April 2021, we acquired Pool Source, LLC, a wholesale distributor of swimming pool equipment, chemicals and supplies, adding one location in Tennessee. |
Fair Value Measurements and Int
Fair Value Measurements and Interest Rate Swaps | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Interest Rate Swaps | Fair Value Measurements and Interest Rate Swaps The three levels of the fair value hierarchy under the accounting guidance are described below: Level 1 Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets. Level 2 Inputs to the valuation methodology include: • quoted prices for similar assets or liabilities in active markets; • quoted prices for identical or similar assets or liabilities in inactive markets; • inputs other than quoted prices that are observable for the asset or liability; or • inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Recurring Fair Value Measurements Our assets and liabilities that are measured at fair value on a recurring basis include the unrealized gains or losses on our interest rate swap contracts and contingent consideration related to recent acquisitions. The table below presents the estimated fair values of our interest rate swap contracts, our forward-starting interest rate swap contract and our contingent consideration liabilities (in thousands): Fair Value at September 30, 2022 2021 Level 2 Unrealized gains on interest rate swaps $ 36,529 $ 5,488 Unrealized losses on interest rate swaps — 6,308 Level 3 Contingent consideration liabilities $ 546 $ 983 Interest Rate Swaps We utilize interest rate swap contracts and forward-starting interest rate swap contracts to reduce our exposure to fluctuations in variable interest rates for future interest payments on our variable rate borrowings. For determining the fair value of our interest rate swap contracts and forward-starting interest rate swap contracts, we use significant other observable market data or assumptions (Level 2 inputs) that we believe market participants would use in pricing similar assets or liabilities, including assumptions about counterparty risk. Our fair value estimates reflect an income approach based on the terms of the interest rate swap contracts and inputs corroborated by observable market data including interest rate curves. We include unrealized gains in Prepaid expenses and other current assets and unrealized losses in Accrued expenses and other current liabilities on the Consolidated Balance Sheets. 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 loss on the Consolidated Balance Sheets. In the third quarter of 2022, two of our interest rate swap contracts terminated on September 29, 2022. These former swap contracts were previously forward-starting and converted the variable interest rate to a fixed interest rate on a portion of our variable rate borrowings. Interest expense related to the notional amounts under these swap contracts was based on the fixed rates plus the applicable margin on our variable rate borrowings. The following table provides additional details related to these former swap contracts: Derivative Inception Date Effective Date Termination Date Notional Amount Fixed Interest Rate Interest rate swap 1 May 7, 2019 November 20, 2020 September 29, 2022 $75.0 2.0925% Interest rate swap 2 July 25, 2019 November 20, 2020 September 29, 2022 $75.0 1.5500% We currently have two swap contracts in place. These swap contracts were previously forward-starting and convert the variable interest rate to a fixed interest rate on our variable rate borrowings. 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 loss on the Consolidated Balance Sheets. The following table provides additional details related to these swap contracts: Derivative Inception Date Effective Date Termination Date Notional Amount Fixed Interest Rate Interest rate swap 3 February 5, 2020 February 26, 2021 February 28, 2025 $150.0 1.3800% Interest rate swap 4 March 9, 2020 September 29, 2022 February 26, 2027 $150.0 0.7400% For the interest rate swap contracts in effect at September 30, 2022, 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 on the Consolidated Balance Sheets to Interest and other non-operating expenses, net on the Consolidated Statements of Income. This amount was not material in the three- or nine-month periods ended September 30, 2022. We have entered into a forward-starting interest rate swap contract to extend the hedged period for future interest payments on our variable rate borrowings. This swap contract will convert the variable interest rate to a fixed interest rate on a portion of our variable rate borrowings. We record changes in the estimated fair value of this forward-starting interest rate swap contract to Accumulated other comprehensive loss on the Consolidated Balance Sheets. The following table provides details related to our forward-starting interest rate swap contract: Derivative Inception Date Effective Date Termination Date Notional Fixed Forward-starting interest rate swap March 9, 2020 February 28, 2025 February 26, 2027 $150.0 0.8130% Failure 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. Additionally, failure of our swap counterparties would not eliminate our obligation to continue to make payments under our existing swap agreements if we were in a net pay position. Our interest rate swap contracts and forward-starting interest rate swap contract are subject to master netting arrangements. According to our accounting policy, we do not offset the fair values of assets with the fair values of liabilities related to these contracts. Nonrecurring Fair Value Measurements In addition to our assets and liabilities that we measure at fair value on a recurring basis, our assets and liabilities are also subject to nonrecurring fair value measurements. Generally, our assets, including long-lived assets, goodwill and intangible assets, are recorded at fair value on a nonrecurring basis as a result of impairment charges or business combinations. In the three- or nine months ended September 30, 2022, we did not record any significant nonrecurring fair value measurements for assets or liabilities in periods subsequent to their initial recognition. Other |
Debt
Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt The table below presents the components of our debt (in thousands): September 30, 2022 2021 Variable rate debt Current portion of long-term debt: Australian credit facility $ 12,208 $ 10,744 Short-term borrowings and current portion of long-term debt 12,208 10,744 Long-term portion: Revolving credit facility 572,978 170,255 Term loan under credit facility 500,000 — Term facility 159,563 168,812 Receivables securitization facility 270,000 15,000 Less: financing costs, net 2,204 1,992 Long-term debt, net 1,500,337 352,075 Total debt $ 1,512,545 $ 362,819 On January 4, 2022, we drew the $250.0 million incremental term loan available under our December 30, 2021 amendment to our Second Amended and Restated Credit Agreement (the “Credit Facility”) and used the net proceeds to reduce our revolving borrowings under the Credit Facility. At September 30, 2022, the $500.0 million of term loans available under the Credit Facility were fully drawn. Our accounts receivable securitization facility (the “Receivables Facility”) provides for the sale of certain of our receivables to a wholly owned subsidiary (the “Securitization Subsidiary”). The Securitization Subsidiary transfers variable undivided percentage interests in the receivables and related rights to certain third-party financial institutions in exchange for cash proceeds, limited to the applicable funding capacities. We account for the sale of the receivable interests as a secured borrowing on our Consolidated Balance Sheets. The receivables subject to the agreement collateralize the cash proceeds received from the third-party financial institutions. We classify the entire outstanding balance as Long-term debt, net on our Consolidated Balance Sheets as we intend and have the ability to refinance the obligations on a long-term basis. We present the receivables that collateralize the cash proceeds separately as Receivables pledged under receivables facility on our Consolidated Balance Sheets. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Pool Corporation (the Company , which may be referred to as we, us or our ) prepared the unaudited interim Consolidated Financial Statements following U.S. generally accepted accounting principles (GAAP) and the requirements of the Securities and Exchange Commission (SEC) for interim financial information. As permitted under those rules, we have condensed or omitted certain footnotes and other financial information required for complete financial statements. The interim Consolidated Financial Statements include all normal and recurring adjustments that are necessary for a fair presentation of our financial position and operating results. All significant intercompany accounts and intercompany transactions have been eliminated. |
Newly Adopted Accounting Pronouncements | |
Income Taxes | 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. To the extent realized tax deductions exceed the amount of previously recognized deferred tax benefits related to share-based compensation, we record an excess tax benefit. 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. |
Retained Earnings | We account for the retirement of treasury shares as a reduction of Retained earnings. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The table below presents the components of our Accumulated other comprehensive loss balance (in thousands): September 30, December 31, 2022 2021 2021 Foreign currency translation adjustments $ (28,071) $ (8,437) $ (9,580) Unrealized gains (losses) on interest rate swaps, net of tax 27,363 (650) 2,096 Accumulated other comprehensive loss $ (708) $ (9,087) $ (7,484) |
Schedule of Recent Accounting Pronouncements | The following table summarizes the recent accounting pronouncements that we plan to adopt in future periods: Standard Description Effective Date Effect on Financial Statements and Other Significant Matters ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and ASU 2021-01, Reference Rate Reform (Topic 848): Scope Provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to transactions affected by reference rate reform if certain criteria are met. These transactions include: contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. Entities may apply the provisions of the new standard as of the beginning of the reporting period when the election is made. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope . The amendments in this ASU refine the scope of ASC 848 and clarify some of its guidance as it relates to recent rate reform activities. The provisions of these updates are only available until December 31, 2022, when the reference rate replacement activity is expected to be completed. Our exposure related to the expected cessation of LIBOR is limited to the interest expense and certain fees we incur on balances outstanding under our three major credit facilities. We do not expect that there will be a material impact to the financial statements as a result of adopting these ASUs. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Computation of earnings per share and reconciliation of basic and diluted weighted average common shares outstanding | Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Net income $ 190,055 $ 184,665 $ 676,600 $ 543,015 Amounts allocated to participating securities (1,019) — (3,764) — Net income attributable to common stockholders $ 189,036 $ 184,665 $ 672,836 $ 543,015 Weighted average common shares outstanding: Basic 39,214 40,101 39,599 40,146 Effect of dilutive securities: Stock options and employee stock purchase plan 366 590 413 620 Diluted 39,580 40,691 40,012 40,766 Earnings per share attributable to common stockholders: Basic $ 4.82 $ 4.60 $ 16.99 $ 13.53 Diluted $ 4.78 $ 4.54 $ 16.82 $ 13.32 Anti-dilutive stock options excluded from diluted earnings per share computations (1) 33 — 33 — |
Fair Value Measurements and I_2
Fair Value Measurements and Interest Rate Swaps (Tables) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 29, 2022 | |
Fair Value Disclosures [Abstract] | ||
Estimated fair value of contracts | The table below presents the estimated fair values of our interest rate swap contracts, our forward-starting interest rate swap contract and our contingent consideration liabilities (in thousands): Fair Value at September 30, 2022 2021 Level 2 Unrealized gains on interest rate swaps $ 36,529 $ 5,488 Unrealized losses on interest rate swaps — 6,308 Level 3 Contingent consideration liabilities $ 546 $ 983 | |
Schedule of Interest Rate Derivatives | The following table provides additional details related to these swap contracts: Derivative Inception Date Effective Date Termination Date Notional Amount Fixed Interest Rate Interest rate swap 3 February 5, 2020 February 26, 2021 February 28, 2025 $150.0 1.3800% Interest rate swap 4 March 9, 2020 September 29, 2022 February 26, 2027 $150.0 0.7400% The following table provides details related to our forward-starting interest rate swap contract: Derivative Inception Date Effective Date Termination Date Notional Fixed Forward-starting interest rate swap March 9, 2020 February 28, 2025 February 26, 2027 $150.0 0.8130% | The following table provides additional details related to these former swap contracts: Derivative Inception Date Effective Date Termination Date Notional Amount Fixed Interest Rate Interest rate swap 1 May 7, 2019 November 20, 2020 September 29, 2022 $75.0 2.0925% Interest rate swap 2 July 25, 2019 November 20, 2020 September 29, 2022 $75.0 1.5500% |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The table below presents the components of our debt (in thousands): September 30, 2022 2021 Variable rate debt Current portion of long-term debt: Australian credit facility $ 12,208 $ 10,744 Short-term borrowings and current portion of long-term debt 12,208 10,744 Long-term portion: Revolving credit facility 572,978 170,255 Term loan under credit facility 500,000 — Term facility 159,563 168,812 Receivables securitization facility 270,000 15,000 Less: financing costs, net 2,204 1,992 Long-term debt, net 1,500,337 352,075 Total debt $ 1,512,545 $ 362,819 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accounting Policies [Abstract] | ||||
Excess tax benefit | $ 0.6 | $ 4.2 | $ 9.5 | $ 15.9 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Retained Earnings (Details) $ in Millions | Sep. 30, 2022 USD ($) |
Retained Earnings (Accumulated Deficit) [Abstract] | |
Cumulative share repurchases | $ 2,100 |
Cumulative dividends | $ 902 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 |
Accumulated Other Comprehensive Loss [Line Items] | |||
Accumulated other comprehensive loss | $ (708) | $ (7,484) | $ (9,087) |
AOCI Attributable to Parent | |||
Accumulated Other Comprehensive Loss [Line Items] | |||
Accumulated other comprehensive loss | (708) | (7,484) | (9,087) |
Foreign currency translation adjustments | |||
Accumulated Other Comprehensive Loss [Line Items] | |||
Accumulated other comprehensive loss | (28,071) | (9,580) | (8,437) |
Unrealized (losses) gains on interest rate swaps, net of tax | |||
Accumulated Other Comprehensive Loss [Line Items] | |||
Accumulated other comprehensive loss | $ 27,363 | $ 2,096 | $ (650) |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | ||||||||
Net Income | $ 190,055 | $ 307,283 | $ 179,261 | $ 184,665 | $ 259,695 | $ 98,655 | $ 676,600 | $ 543,015 |
Participating Securities, Distributed and Undistributed Earnings (Loss), Basic | (1,019) | 0 | (3,764) | 0 | ||||
Net Income (Loss) Available to Common Stockholders, Basic | $ 189,036 | $ 184,665 | $ 672,836 | $ 543,015 | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||
Anti-dilutive stock options excluded from diluted earnings per share computations (in shares) | 33 | 0 | 33 | 0 | ||||
Incremental Common Shares Attributable to Participating Nonvested Shares with Non-forfeitable Dividend Rights | 213 | 223 | ||||||
Weighted average shares outstanding: [Abstract] | ||||||||
Basic (in shares) | 39,214 | 40,101 | 39,599 | 40,146 | ||||
Effect of dilutive securities: [Abstract] | ||||||||
Stock options and employee stock purchase plan (in shares) | 366 | 590 | 413 | 620 | ||||
Diluted (in shares) | 39,580 | 40,691 | 40,012 | 40,766 | ||||
Earnings Per Share, Basic [Abstract] | ||||||||
Basic (in dollars per share) | $ 4.82 | $ 4.60 | $ 16.99 | $ 13.53 | ||||
Earnings Per Share, Basic and Diluted [Abstract] | ||||||||
Diluted (in dollars per share) | $ 4.78 | $ 4.54 | $ 16.82 | $ 13.32 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | ||||||
Apr. 30, 2022 numberOfReportingUnits | Dec. 16, 2021 USD ($) | Dec. 31, 2021 USD ($) numberOfReportingUnits | Dec. 31, 2021 USD ($) numberOfReportingUnits | Jun. 30, 2021 numberOfReportingUnits | Apr. 30, 2021 numberOfReportingUnits | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | |
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 8,309 | $ 17,887 | ||||||
Goodwill Balances | $ 688,364 | $ 688,364 | $ 691,786 | $ 281,300 | ||||
Porpoise Pool & Patio, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 788,700 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 301,000 | |||||||
Goodwill Balances | 403,500 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 84,200 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ 57,400 | |||||||
FLORIDA | Porpoise Pool & Patio, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Number of Locations | numberOfReportingUnits | 1 | |||||||
FLORIDA | Wingate Supply, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Number of Locations | numberOfReportingUnits | 1 | |||||||
FLORIDA | Vak Pak Builders Supply, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Number of Locations | numberOfReportingUnits | 1 | |||||||
TENNESSEE | Pool Source, LLC | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Number of Locations | numberOfReportingUnits | 1 | |||||||
WEST VIRGINIA | Tri-State Pool Distributors | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Number of Locations | numberOfReportingUnits | 1 |
Fair Value Measurements and I_3
Fair Value Measurements and Interest Rate Swaps - Recurring Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Sep. 30, 2021 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Unrealized gains on interest rate swaps | $ 36,529 | $ 5,488 |
Unrealized losses on interest rate swaps | 0 | 6,308 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liabilities | $ 546 | $ 983 |
Fair Value Measurements and I_4
Fair Value Measurements and Interest Rate Swaps - Terminated (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 29, 2022 | Jul. 25, 2019 | May 07, 2019 | |
Derivative [Line Items] | ||||
Schedule of Interest Rate Derivatives | The following table provides additional details related to these swap contracts: Derivative Inception Date Effective Date Termination Date Notional Amount Fixed Interest Rate Interest rate swap 3 February 5, 2020 February 26, 2021 February 28, 2025 $150.0 1.3800% Interest rate swap 4 March 9, 2020 September 29, 2022 February 26, 2027 $150.0 0.7400% The following table provides details related to our forward-starting interest rate swap contract: Derivative Inception Date Effective Date Termination Date Notional Fixed Forward-starting interest rate swap March 9, 2020 February 28, 2025 February 26, 2027 $150.0 0.8130% | The following table provides additional details related to these former swap contracts: Derivative Inception Date Effective Date Termination Date Notional Amount Fixed Interest Rate Interest rate swap 1 May 7, 2019 November 20, 2020 September 29, 2022 $75.0 2.0925% Interest rate swap 2 July 25, 2019 November 20, 2020 September 29, 2022 $75.0 1.5500% | ||
Interest rate swap 1 | ||||
Derivative [Line Items] | ||||
Effective Date | Nov. 20, 2020 | |||
Termination Date | Sep. 29, 2022 | |||
Notional Amount | $ 75,000 | |||
Fixed Interest Rate | 2.0925% | |||
Interest rate swap 2 | ||||
Derivative [Line Items] | ||||
Effective Date | Nov. 20, 2020 | |||
Termination Date | Sep. 29, 2022 | |||
Notional Amount | $ 75,000 | |||
Fixed Interest Rate | 1.55% |
Fair Value Measurements and I_5
Fair Value Measurements and Interest Rate Swaps - Interest Rate Swaps (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Mar. 09, 2020 | Feb. 05, 2020 | |
Interest rate swap 3 | |||
Derivative [Line Items] | |||
Effective Date | Feb. 26, 2021 | ||
Termination Date | Feb. 28, 2025 | ||
Notional Amount | $ 150,000 | ||
Fixed Interest Rate | 1.38% | ||
Interest rate swap 4 | |||
Derivative [Line Items] | |||
Effective Date | Sep. 29, 2022 | ||
Termination Date | Feb. 26, 2027 | ||
Notional Amount | $ 150,000 | ||
Fixed Interest Rate | 0.74% |
Fair Value Measurements and I_6
Fair Value Measurements and Interest Rate Swaps - Forward-Starting Interest Rate Swaps (Details) - Forward-starting interest rate swap - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Mar. 09, 2020 | |
Derivative [Line Items] | ||
Effective Date | Feb. 28, 2025 | |
Termination Date | Feb. 26, 2027 | |
Derivative, Notional Amount | $ 150 | |
Fixed Interest Rate | 0.813% |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Jan. 04, 2022 | Sep. 30, 2022 | Sep. 30, 2021 |
Debt Instrument [Line Items] | |||
Australian credit facility | $ 12,208 | $ 10,744 | |
Short-term borrowings and current portion of long-term debt | 12,208 | 10,744 | |
Long-term portion: | |||
Less: financing costs, net | 2,204 | 1,992 | |
Long-term debt, net | 1,500,337 | 352,075 | |
Total debt | 1,512,545 | 362,819 | |
Revolving Credit Facility | |||
Long-term portion: | |||
Long-term debt, gross | 572,978 | 170,255 | |
Proceeds from Issuance of Unsecured Debt | $ 250,000 | ||
Line of Credit Facility, Maximum Borrowing Capacity | 500,000 | ||
Term loan under credit facility | |||
Long-term portion: | |||
Term facility | 500,000 | 0 | |
Term Facility [Member] | |||
Long-term portion: | |||
Term facility | 159,563 | 168,812 | |
Receivables Securitization Facility | |||
Long-term portion: | |||
Long-term debt, gross | $ 270,000 | $ 15,000 |