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 24, 2010
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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1-14173
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59-3496957 |
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(State or Other
Jurisdiction of Incorporation)
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(Commission File
Number)
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(IRS Employer
Identification No.) |
18167 U.S. Highway 19 North, Suite 300
Clearwater, Florida 33764
(Address of Principal Executive Office) (Zip Code)
Registrants telephone number, including area code: (727) 531-1700
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 (see General Instruction
A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01. |
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Entry into a Material Definitive Agreement. |
On June 24, 2010, MarineMax, Inc. and its subsidiaries (collectively, the Company) entered
into an Inventory Financing Agreement (the Credit Facility) with GE Commercial Distribution
Finance Company (GECDF). The Credit Facility provides a floor plan financing commitment of $100
million and allows the Company to request a $50 million increase to this commitment under an
accordion feature. The Credit Facility matures on June 24, 2013 and is subject to extension for
two one-year periods, subject to GECDF approval.
The Credit Facility replaces the Companys prior $180 million credit facility among the
Company and its subsidiaries, as borrowers, and KeyBank National Association; Bank of America,
N.A.; GE Commercial Distribution Finance Corporation; Wachovia Bank, National Association; Wells
Fargo Bank, N.A.; U.S. Bank National Association; Branch Banking & Trust Company; and Bank of the
West, as lenders (the Prior Credit Facility).
The interest rate for amounts outstanding under the Credit Facility is 378 basis points above
the one month London Inter-Bank Offering Rate. There is an unused line fee of ten basis points on
the unused portion of the line.
The initial advance under the Credit Facility will be used to pay off the Prior Credit
Facility. Subsequent advances will be initiated by the acquisition of eligible new and used
inventory or will be re-advances against eligible new and used inventory that has been partially
paid-off. Advances on new inventory will mature 1,081 days from the original invoice date.
Advances on used inventory will 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 Credit Facility is all of the Companys personal property with certain
limited exceptions. None of the Companys real estate has been pledged for collateral for the
Credit Facility.
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Item 2.03. |
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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.