What the changes say
- Pool Corp updated its risk factors to address supplier rebate dependency, customer preference shifts, AI integration, and evolving international trade and climate regulations.
What changed since the prior 10-K
New
- NewRisks Relating to Our Business and Industry
chain or if we lose any significant supplier due to financial failure or any other reason, we may experience increased supply costs or delays in establishing replacement supply sources that meet our quality and control standards, which may affect our profitability
Vendor rebate arrangements on products are subject to renegotiation or failure to qualify, which could substantially increase our costs and reduce gross margins.
- NewRisks Relating to Our Business and Industry
Changes in our customer base or customer preferences could change the mix of products we sell and reduce our profitability
Consolidation of customers, urbanization, or homeowners purchasing supplies directly could alter our product mix and reduce profitability.
- NewRisks Relating to Technology, Cybersecurity, Artificial Intelligence and Data Privacy
We use AI in our business, which could result in reputational harm, competitive harm and legal liability, and adversely affect our business, results of operation and financial condition
Integrating artificial intelligence into our digital transformation strategy introduces risks of inaccurate data, flawed algorithms, and evolving regulatory compliance costs.
- NewRisks Relating to Legal, Regulatory and Compliance Matters
Governmental actions designed to address changing climate patterns or the failure to comply with climate-related and other sustainability requirements could adversely affect our business and increase our costs of doing business
Climate-related regulations on greenhouse gas emissions could increase our vehicle fleet and facility costs while altering consumer demand for pool energy and chemicals.
- NewRisks Relating to Legal, Regulatory and Compliance Matters
adverse consequences for violating anti-corruption, anti-competition, economic sanctions, immigration and other laws governing international commerce
Global geopolitical conflicts in regions like the Middle East, Russia, Ukraine, or South America may indirectly increase inflation, labor, and material costs for our European operations.
Dropped
- DroppedRisks Relating to Macroeconomic Conditions or Events
An outbreak of disease or similar public health threat could adversely impact our business and results of operations
- DroppedRisks Relating to Our Business and Industry
If we do not successfully manage these potential difficulties or successfully execute our business strategies and initiatives, our operating results could be adversely affected
- DroppedRisks Relating to Legal, Regulatory and Compliance Matters
The nature of our business subjects us to compliance with employment, environmental, health, transportation, safety and other governmental regulations. Changes in, expanded enforcement of, or adoption of new federal, state, local or international laws and regulations could increase our costs of doing business
COVID-19 pandemic and disease outbreaks impacting workforce, supply chain, and operations.
- DroppedRisks Relating to Legal, Regulatory and Compliance Matters
Governmental actions designed to address changing climate patterns or the failure to meet environmental social and governance (ESG) expectations or standards or achieve our ESG commitments could adversely affect our business and increase our costs of doing business
Reworded
- 66% rewrittenRisks Relating to Legal, Regulatory and Compliance Matters
We conduct business internationally, which exposes us to additional risks
Updated international net sales period to 2025 and added specific risks regarding currency exchange controls, repatriation restrictions, and adverse tax consequences.
- 54% rewrittenFinancial Risks
Lapses in our disclosure controls and procedures or internal control over financial reporting could materially and adversely affect us
Minor phrasing updates regarding SEC reports and compliance of financial statements with U.S. generally accepted accounting principles.
- 51% rewrittenRisks Relating to Legal, Regulatory and Compliance Matters
Changes in import policy or trade relations, interruptions in our supply chain or increased commodity or supply chain costs could adversely affect our results of operations
Added risk that U.S. Department of Commerce final annual duty rates may result in receiving refunds or owing additional import duties.
- 47% rewrittenRisks Relating to Our Business and Industry
Our distribution business is highly dependent on our ability to maintain favorable and stable relationships with suppliers
Updated top supplier Hayward Pool Products, Inc. to Hayward Holdings, Inc., representing 11% of products sold in 2025.
- 46% rewrittenFinancial Risks
Changes in tax laws and accounting standards related to tax matters have caused, and may in the future cause, fluctuations in our effective tax rate
Removed filing jurisdictions reference and streamlined wording on tax law and policy changes causing effective tax rate fluctuations.
- 45% rewrittenRisks Relating to Macroeconomic Conditions or Events
The demand for our products may be adversely affected by unfavorable economic conditions and changes in discretionary consumer spending
Added an explicit statement that any material decline in discretionary consumer spending could reduce our sales and harm our business.
Was: The demand for our products may be adversely affected by unfavorable economic conditions and changes in consumer discretionary spending
- 44% rewrittenRisks Relating to Our Business and Industry
We face intense competition both from within our industry and from other leisure product alternatives
Expanded competitor descriptions to include store-based mass market retailers, big-ticket discretionary leisure products, and home remodelers.
- 43% rewrittenRisks Relating to Our Business and Industry
More aggressive competition by store- and internet-based mass merchants and large pool or irrigation supply retailers could adversely affect our sales
Added that store- and internet-based mass market retailers possess greater scale and bargaining power than Pool Corp.
- 40% rewrittenFinancial Risks
The cost of servicing our debt could reduce our profitability if interest rates increase or remain at elevated levels
Was: The cost of servicing our debt could reduce our profitability if interest rates remain at elevated levels
- 38% rewrittenRisks Relating to Our Business and Industry
We are susceptible to adverse weather conditions, which could intensify as a result of changing climate patterns
- 35% rewrittenRisks Relating to Macroeconomic Conditions or Events
Catastrophic events or societal unrest could adversely impact our operations
Was: Other catastrophic events or societal unrest could adversely impact our operations
- 33% rewrittenRisks Relating to Our Business and Industry
We are subject to inventory management risks. Insufficient inventory may result in lost sales opportunities or delayed revenue, while excess inventory may negatively impact our gross margin
- 33% rewrittenRisks Relating to Legal, Regulatory and Compliance Matters
Excess tax benefits or deficiencies recognized from our accounting for share-based awards impact our reported earnings
- 24% rewrittenRisks Relating to Our Business and Industry
Failure to achieve and maintain a high level of product and service quality and safety could damage our reputation, expose us to litigation and negatively impact our financial performance
- 23% rewrittenRisks Relating to Our Business and Industry
Past growth may not be indicative of future growth
All 26 risk factors
Headings as the filing states them, in filing order.
Other
- 01Cautionary Statement for Purposes of the “Safe Harbor” Provisions of the Private Securities Litigation Reform Act of 1995
Risks Relating to Macroeconomic Conditions or Events
- 02The demand for our products may be adversely affected by unfavorable economic conditions and changes in discretionary consumer spending45% rewritten
- 03Catastrophic events or societal unrest could adversely impact our operations35% rewritten
Risks Relating to Our Business and Industry
- 04We are susceptible to adverse weather conditions, which could intensify as a result of changing climate patterns38% rewritten
- 05Our distribution business is highly dependent on our ability to maintain favorable and stable relationships with suppliers47% rewritten
- 06chain or if we lose any significant supplier due to financial failure or any other reason, we may experience increased supply costs or delays in establishing replacement supply sources that meet our quality and control standards, which may affect our profitabilityNew
- 07Failure to achieve and maintain a high level of product and service quality and safety could damage our reputation, expose us to litigation and negatively impact our financial performance24% rewritten
- 08We face intense competition both from within our industry and from other leisure product alternatives44% rewritten
- 09More aggressive competition by store- and internet-based mass merchants and large pool or irrigation supply retailers could adversely affect our sales43% rewritten
- 10We depend on our ability to attract, develop and retain highly qualified personnel
- 11Past growth may not be indicative of future growth23% rewritten
- 12We are subject to inventory management risks. Insufficient inventory may result in lost sales opportunities or delayed revenue, while excess inventory may negatively impact our gross margin33% rewritten
- 13Changes in our customer base or customer preferences could change the mix of products we sell and reduce our profitabilityNew
Risks Relating to Technology, Cybersecurity, Artificial Intelligence and Data Privacy
- 14We rely on information technology systems to support our business operations. A significant disruption, breach or cybersecurity attack of our technological infrastructure could adversely affect our financial condition and results of operations
- 15We use AI in our business, which could result in reputational harm, competitive harm and legal liability, and adversely affect our business, results of operation and financial conditionNew
- 16Failure to maintain the security of confidential information could damage our reputation and expose us to litigation. Additionally, changes in data privacy laws and our ability to comply with them could have a material adverse effect on us
Risks Relating to Legal, Regulatory and Compliance Matters
- 17Governmental actions designed to address changing climate patterns or the failure to comply with climate-related and other sustainability requirements could adversely affect our business and increase our costs of doing businessNew
- 18We handle and store chemicals, fertilizers and other combustible materials that involve fire, safety and casualty risks
- 19We conduct business internationally, which exposes us to additional risks66% rewritten
- 20adverse consequences for violating anti-corruption, anti-competition, economic sanctions, immigration and other laws governing international commerceNew
- 21Changes in import policy or trade relations, interruptions in our supply chain or increased commodity or supply chain costs could adversely affect our results of operations51% rewritten
- 22Excess tax benefits or deficiencies recognized from our accounting for share-based awards impact our reported earnings33% rewritten
Financial Risks
- 23The cost of servicing our debt could reduce our profitability if interest rates increase or remain at elevated levels40% rewritten
- 24Changes in tax laws and accounting standards related to tax matters have caused, and may in the future cause, fluctuations in our effective tax rate46% rewritten
- 25We cannot assure you we will continue paying dividends or repurchasing shares at the current rates, or at all
- 26Lapses in our disclosure controls and procedures or internal control over financial reporting could materially and adversely affect us54% rewritten
Other POOL 10-Ks
- FY2024 10-K risk factors25 risks
Seasonal demand concentration heavily impacts sales, with 60% of net sales and 73% of operating income occurring in the second and third quarters of 2024. Post-pandemic normalization led to a demand decline from the mid-2022 peak for pool and backyard products. Variable interest rates on debt facilities increase costs, mitigated partly by interest rate swaps. Reliance on a large network of global suppliers and foreign sourcing exposes the distribution business to trade policies, tariffs, and inventory risks.
Filed Feb 27, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.