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POOL » Topics » Capitalization

This excerpt taken from the POOL 10-K filed Mar 1, 2005.

Capitalization

Name

Number of Shares

Consideration

Brockway Moran & Partners Fund II, L.P.

198,000

$19,800,000 (1)(2)

Brockway Moran & Partners II Co-Invest Fund, L.P.

(1)

(1)

Fort Wayne Pools, Inc. (3)

198,000

(2)(3)

Apollo Investment Corporation (4)

30,000

$3,000,000

Mark Laven

40,000

(5)

Doug Laver

10,000

$1,000,000 (6)

Charles Trego, Jr.

6,000

(5)

Scott Hollander

1,600

(5)

Gary Whitcher

1,300

(5)

Other (7)

 

 

 

(1)    Brockway Moran fund investments and shares will be allocated 97.9689% to Fund II and 2.0311% to Co-Invest Fund.

(2)    Additional cash equity may be required because of lender leverage requirements, working capital at closing, and the extent of participation by Apollo. Any additional equity will be acquired at $100 per share equally by the BMP Investors (taken as a whole) and SCP.

(3)    Will contribute to the Company (i) substantially all of its assets, which, after taking into account specified assumed liabilities, are valued at $17,472,432; and (ii) $2,327,568 in cash.

(4)    There is no formal commitment from Apollo at the date hereof. Amount could range from $2.5-4.0 million. See footnote 2.

(5)

Stock of Latham Investments, Inc.

 

(6)

Paid $800,000 in cash and $200,000 through the delivery of a 3% promissory note.

(7)    The Company anticipates that it will adopt a stock option or other equity incentive plan that could dilute investors’ ownership interest by approximately 7%.

 

 

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