0001564590-19-042590.txt : 20191112 0001564590-19-042590.hdr.sgml : 20191112 20191112080018 ACCESSION NUMBER: 0001564590-19-042590 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20191108 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20191112 DATE AS OF CHANGE: 20191112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARINEMAX INC CENTRAL INDEX KEY: 0001057060 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO & HOME SUPPLY STORES [5531] IRS NUMBER: 593496957 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14173 FILM NUMBER: 191206199 BUSINESS ADDRESS: STREET 1: 2600 MCCORMICK DRIVE STREET 2: SUITE200 CITY: CLEARWATER STATE: FL ZIP: 33759 BUSINESS PHONE: 8135318150 MAIL ADDRESS: STREET 1: 2600 MCCORMICK DRIVE STREET 2: SUITE200 CITY: CLEARWATER STATE: FL ZIP: 33759 8-K 1 hzo-8k_20191108.htm 8-K hzo-8k_20191108.htm

 

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

 

 

Date of Report (Date of Earliest Event Reported):

 

November 8, 2019

 

MarineMax, Inc.

__________________________________________

(Exact name of registrant as specified in its charter)

 

 

 

Florida

1-14173

59-3496957

_____________________

(State or other jurisdiction

_____________

(Commission

______________

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

  

 

 

2600 McCormick Drive, Suite 200, Clearwater, Florida

 

33759

_________________________________

(Address of principal executive offices)

 

___________

(Zip Code)

 

 

 

Registrant’s telephone number, including area code:

 

727-531-1700

Not Applicable

______________________________________________

Former name or former address, if changed since last report

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $.001 per share

 

 

HZO

 

New York Stock Exchange

 

 

 

 



 

Item 1.01 Entry into a Material Definitive Agreement

On November 8, 2019, MarineMax, Inc. and its subsidiaries (collectively, the “Company”) amended and restated its Inventory Financing Agreement (the "Credit Facility"), originally entered into on June 24, 2010, as amended and restated on June 28, 2013 and as subsequently amended on October 30, 2015, June 9, 2016, May 9, 2017, and October 26, 2018 with Wells Fargo Commercial Distribution Finance LLC, and includes M&T Bank, Bank of the West, and BB&T. The November 8, 2019 amendment and restatement, among other things, increased the size of the facility by $40 million to $440 million, increased the borrowing availability against certain collateral, and extended the expiration date by one year to October 30, 2022.

The amended Credit Facility has a three-year term and expires on October 30, 2022, subject to extension for two one-year periods, with lender approval.

Advances under the amended and restated Credit Facility are initiated by the acquisition of eligible new and used inventory or are re-advances against eligible new and used inventory that have been partially paid-off. Advances on new inventory mature 1,080 days from the original invoice date. Advances on used inventory mature 361 days from the date the Company acquires the used inventory. Each advance is subject to a curtailment schedule, which requires that the Company pay down the balance of each advance on a periodic basis starting after six months. The curtailment schedule varies based on the type of inventory and the value of the inventory.

The collateral for the amended and restated Credit Facility is primarily the Company’s inventory that is financed through the amended Credit Facility and related accounts receivable. None of the Company’s real estate has been pledged as collateral for the amended Credit Facility. The facility contemplates that other lenders may be added by the Company to finance other inventory not financed under this facility.

Most of the lenders under the amended Credit Facility and their affiliates have various other relationships with the Company and its subsidiaries involving the provision of financial services, including cash management, loans, letters of credit and bank guarantee facilities, investment banking and trust services, and some may serve as a source of retail financing for the Company’s customers. 

This description of the amended Credit Facility is qualified in its entirety by reference to the complete terms and conditions of the amended Credit Facility which will be filed as exhibits to the Company’s Quarterly Report on Form 10-Q for its quarterly period ended December 31, 2019. 

On November 11, 2019, the Company issued a press release announcing the amended Credit Facility. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

 

Item 1.02 Termination of a Material Definitive Agreement.

To the extent that entering into the November 8, 2019 amendment and restatement constituted a termination of the Credit Facility, the information set forth above under Item 1.01 is hereby incorporated by reference into this Item 1.02.

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

 

Item 9.01 Financial Statements and Exhibits.

Press release of MarineMax, Inc. dated November 11, 2019, entitled “MarineMax Expands Financing Capacity.”

 

 

 

 

 

 

 

 

 

 



 

 

Exhibit Index

 

 

 

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press release of MarineMax, Inc. dated November 11, 2019, entitled “MarineMax Expands Financing Capacity.”

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

MarineMax, Inc.


 


 


By:

 

/s/ Michael H. McLamb

Name: Michael H. McLamb
Title: Executive Vice President, Chief Financial Officer and Secretary


November 12, 2019


 


 


 

 

 

 

 

 

 

EX-99.1 2 hzo-ex991_6.htm EX-99.1 hzo-ex991_6.htm

 

Exhibit 99.1

 

 

MARINEMAX EXPANDS FINANCING CAPACITY

~ Increases Borrowing Facility to $440 Million and Enhances Terms ~

 

CLEARWATER, FL – November 11, 2019 – MarineMax, Inc. (NYSE: HZO), the nation’s largest recreational boat and yacht retailer, announced today that it has expanded its financing facility to provide for borrowings of up to $440 million from the previous limit of $400 million.  

The expanded facility has a three-year term, expiring in October 2022, and it has two, one-year options to renew, subject to lender approval.  Borrowings under the facility are secured primarily by the Company’s inventory that is financed through the facility and related accounts receivable.  The Company’s real estate is not pledged.  The facility contemplates that other lenders may be added by the Company to finance other inventory not financed under this facility.

Michael H. McLamb, Executive Vice President, Chief Financial Officer and Secretary of MarineMax, Inc. stated, “Reflecting on our recent acquisitions and looking toward the future, we felt it was prudent to add additional borrowing capacity.  Additionally, given the strength of our balance sheet, we continue to enhance the facility to provide greater financial flexibility allowing us to more freely execute our strategies and initiatives, and take advantage of growth opportunities as they arise.  We appreciate the confidence expressed by the commitment of our lenders to MarineMax through their ongoing support of our plans.”

The agent of the facility is Wells Fargo Commercial Distribution Finance and includes M&T Bank, Bank of the West and BB&T.

About MarineMax

 

Headquartered in Clearwater, Florida, MarineMax is the nation’s largest recreational boat and yacht retailer. Focused on premium brands, such as Sea Ray, Boston Whaler, Hatteras, Azimut Yachts, Benetti, Ocean Alexander, Galeon, Grady-White, Harris, Bennington, Crest, MasterCraft, MJM Yachts, NauticStar, Scout, Sailfish, Scarab Jet Boats, Tige, Yamaha Jet Boats, Aquila, Aviara, and Nautique. MarineMax sells new and used recreational boats and related marine products and services as well as provides yacht brokerage and charter services. MarineMax also owns Fraser Yachts Group, a leading superyacht brokerage and luxury yacht services company with operations in multiple countries. MarineMax currently has 59 retail locations in Alabama, Connecticut, Florida, Georgia, Maryland, Massachusetts, Minnesota, Missouri, New Jersey, New York, North Carolina, Ohio, Oklahoma, Rhode Island, South Carolina and Texas and operates MarineMax Vacations in Tortola, British Virgin Islands. MarineMax is a New York Stock Exchange-listed company. For more information, please visit www.marinemax.com.

 

 

 

 

 

 

 

 

 

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