UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
On May 13, 2022, LDRV Holdings Corp., Lazydays RV America, LLC, Lazydays RV Discount, LLC and Lazydays Mile HI RV, LLC (collectively with certain other subsidiary entities, the “Borrowers”) entered into the first amendment (the “First Amendment”) to the amended and restated credit agreement, dated as of July 14, 2021 (the “Credit Agreement”, and together with the First Amendment, the “Agreement”), with Manufacturers and Traders Trust Company (“M&T”), as Administrative Agent, Swingline Lender, Issuing Bank and a Lender, and other financial institutions as Lender parties.
The First Amendment amends the Credit Agreement primarily to: (i) replace the London Interbank Offered Rate (“LIBOR”) with the Secured Overnight Financing Rate (“SOFR”) as the applicable reference rate, and update certain related provisions; and (ii) amend the change in control provisions to prevent an inadvertent trigger of a change in control by Coliseum Capital Management, LLC and its affiliates, one of the Company’s large stockholders.
All of the lenders under the Agreement or their affiliates have various other relationships with the Company and its subsidiaries involving the provision of financial services and some may serve as a source of retail financing for the Company’s customers. In addition, one of the lenders under the Agreement was a lender under the Company’s prior credit agreement.
The description of the First Amendment is qualified in its entirety by reference to the full text of the First Amendment, filed as Exhibit 10.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. | Description | |
| 10.1* | ||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL). | |
| * | Schedules and similar attachments to this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. We agree to furnish supplementally a copy of such omitted materials to the SEC upon request. |
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.
| LAZYDAYS HOLDINGS, INC. | ||
| May 17, 2022 | By | /s/ Nicholas J. Tomashot |
| Date | Nicholas J. Tomashot | |
| Chief Financial Officer | ||