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): June 9, 2016
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)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On June 9, 2016, MarineMax, Inc. and its subsidiaries (collectively, the “Company”) entered into an amendment to its Inventory Financing Agreement (the “Credit Facility”), originally entered into on June 24, 2010, as subsequently amended (most recently on October 30, 2015), with Wells Fargo Commercial Distribution Finance (formerly GE Capital, Commercial Distribution Finance LLC). The June 9, 2016 amendment, among other things, increased the size of the facility by $40 million to $300 million, increased the borrowing availability against certain collateral and extended the expiration date by a year to October 30, 2019.
The amended Credit Facility has a three-year term, expiring on October 30, 2019, subject to extension for two one-year periods, with lender approval.
Advances under the amended 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 Credit Facility is all of the Company’s personal property with certain limited exceptions. None of the Company’s real estate has been pledged as collateral for the amended Credit Facility.
This description of the amendment to the Credit Facility is qualified in its entirety by reference to the complete terms and conditions of the applicable amended documents, each of which will be filed as exhibits to the Company’s Quarterly Report on Form 10-Q for its quarterly period ended June 30, 2016.
On June 14, 2016, the Company issued a press release announcing the amendment to the Credit Facility. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
| 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 June 14, 2016, 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. | ||||||
| June 14, 2016 | By: | /s/ Michael H. McLamb | ||||
| Name: | Michael H. McLamb | |||||
| Title: | Executive Vice President, Chief Financial Officer and Secretary | |||||
Exhibit Index
| Exhibit |
Description | |
| 99.1 | Press release of MarineMax, Inc. dated June 14, 2016, entitled “MarineMax Expands Financing Capacity.” | |
Exhibit 99.1
MARINEMAX EXPANDS FINANCING CAPACITY
~ Increases Borrowing Facility to $300 Million ~
CLEARWATER, FL – June 14, 2016 – MarineMax, Inc. (NYSE:HZO), the nation’s largest recreational boat and yacht retailer, announced today that it has expanded its financing facility to, among other things, provide for borrowings of up to $300 million from the previous limit of $260 million.
The expanded facility has a three-year term, expiring in October 2019 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 agent of the facility is Wells Fargo Commercial Distribution Finance (formerly GE Capital, Commercial Distribution Finance) and includes M&T Bank and Bank of the West. The facility contemplates that other lenders may be added by the Company to finance other inventory not financed under this facility, if needed.
Michael H. McLamb, Executive Vice President, Chief Financial Officer and Secretary of MarineMax, Inc. stated, “As we continue to produce solid year-over-year growth, it is prudent to increase our borrowing capacity in anticipation of future industry improvement and anticipated strong demand for new models from our manufacturing partners. Our lenders understand the industry and improvements to our financing facility are reflective of our strong results, allowing for more financial flexibility. This enhanced financial flexibility should allow us to capitalize on acquisitions and other growth opportunities as they emerge.”
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, Meridian, Hatteras, Azimut Yachts, Ocean Alexander, Galeon, Grady-White, Harris, Crest, Scout, Sailfish, Sea Pro, Scarab Jet Boats, Aquila, 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 currently has 56 retail locations in Alabama, California, Connecticut, Florida, Georgia, Maryland, Massachusetts, Minnesota, Missouri, New Jersey, New York, North Carolina, Ohio, Oklahoma, Rhode Island, 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.
Certain statements in this press release are forward-looking as defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include the facility’s term and options to renew; the potential addition of lenders to the facility; the Company’s anticipation of future industry improvement and anticipated strong demand for new models from the Company’s manufacturing partners; and the Company’s belief that the enhanced financial flexibility provided by the increase in capacity should allow the Company to capitalize on acquisitions and growth opportunities as they emerge. These statements involve certain risks and uncertainties that may cause actual results to differ materially from expectations as of the date of this release. These risks include the Company’s ability to manage inventory and expenses and accomplish its goals and strategies, the quality of the new product offerings from the Company’s manufacturing partners, general economic conditions and the level of consumer spending, the Company’s ability to integrate acquisitions into existing operations, the lenders’ ability to provide the agreed upon financing and numerous other factors identified in the Company’s Form 10-K for the fiscal year ended September 30, 2015, subsequent Reports on Form 8-K and 10-Q and other filings with the Securities and Exchange Commission. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
| CONTACTS: | Michael H. McLamb | Brad Cohen | ||
| Chief Financial Officer | ICR, Inc. | |||
| Abbey Heimensen | 203.682.8211 | |||
| Public Relations | bcohen@icrinc.com | |||
| MarineMax, Inc. | ||||
| 727.531.1700 |
###