8-K

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

MarineMax, Inc.

__________________________________________

(Exact name of registrant as specified in its charter)

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:

Indicate by check mark whether the registrant is an emerging growth company 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:

Item 1.01 Entry into a Material Definitive Agreement

On July 9, 2021, MarineMax, Inc. and its subsidiaries (collectively, the “Company”) amended and restated its Loan and Security Agreement (the “Amended Credit Facility”), originally entered into in May 2020 (the “Original Credit Facility”), with Wells Fargo Commercial Distribution Finance LLC, M&T Bank, Bank of the West, and Truist Bank. The Amended Credit Facility, among other things, increased the size of the facility to $500 million, increased the borrowing availability against certain collateral, and extended the expiration date by one year to July 2024.

The Amended Credit Facility has a three-year term and expires in July 2024, subject to extension for two one-year periods, with lender approval. The interest rate for amounts outstanding under the Amended Credit Facility is 345 basis points above the one-month London Inter-Bank Offering Rate (“LIBOR”). There is an unused line fee of ten basis points on the unused portion of the Amended Credit Facility.

The Amended Credit Facility is secured by the Company’s inventory and related accounts receivable. None of the Company’s real estate has been pledged as collateral for the Amended Credit Facility.

All of the lenders under the Amended Credit Facility (or 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. In addition, the lenders under the Amended Credit Facility (or their affiliates or predecessors (Truist Bank is a successor by merger to BB&T)) were also lenders under the Company’s previous credit facility.

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 is expected to be filed as exhibits to the Company’s Annual Report on Form 10-K for its fiscal year ended September 30, 2021.

On July 13, 2021, 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 Amended Credit Facility constituted a termination of the Original 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 July 13, 2021, entitled “MarineMax Expands Financial Capacity”.

Exhibit Index

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<br><br><br><br><br><br>Name: Michael H. McLamb<br>Title: Executive Vice President, Chief Financial Officer and Secretary
July 14, 2021

hzo-ex991_6.htm

Exhibit 99.1

MARINEMAX EXPANDS FINANCIAL CAPACITY

~Amends Credit Facility, Adds Liquidity and Extends Term~

~Prepares for Continued Growth~

CLEARWATER, FL – July 13, 2021 – MarineMax, Inc. (NYSE: HZO), the nation’s largest recreational boat and yacht retailer, announced today that it increased the amount, and extended the term, of its credit facility. The facility now provides MarineMax with $500 million of borrowing capacity, further increasing the Company’s liquidity and financial flexibility for future growth.

The enhanced credit facility has a three-year term expiring in July 2024, and 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. Under the amendment, certain provisions of the credit facility were modified, providing additional liquidity to the Company. The Company’s sizeable real estate portfolio is not pledged under the facility.

At June 30, 2021, the Company had financial capacity of over $329 million, consisting of cash and cash equivalents, along with available borrowings under its credit facilities.

Michael H. McLamb, Executive Vice President, Chief Financial Officer and Secretary of MarineMax, Inc. stated, “Through both organic and acquisition related growth, we have significantly increased the size of MarineMax.   This amendment and extension of the term of our credit facility is an important step as we look ahead and plan for the future. The lenders in our facility have been long-term partners to MarineMax and we appreciate their confidence in our strategies and management. Product demand continues to be strong, which is a testimony to the strength of the boating lifestyle.”

The agent of the facility is Wells Fargo Commercial Distribution Finance and includes the following lending partners: M&T Bank, Bank of the West and Truist Bank.

About MarineMax

MarineMax is the world’s largest recreational boat and yacht retailer, selling new and used recreational boats, yachts and related marine products and services, as well as providing yacht brokerage and charter services. MarineMax has over 100 locations worldwide, including 77 retail dealership locations, including 30 marinas or storage operations. Through Fraser Yachts and Northrop and Johnson, it is also the largest super-yacht services provider, operating locations across the globe. MarineMax provides finance and insurance services through wholly owned subsidiaries and operates MarineMax Vacations in Tortola, British Virgin Islands.  The Company also operates Boatyard, a pioneering digital platform that enhances the boating experience. MarineMax is a New York Stock Exchange-listed company (NYSE:HZO). For more information, please visit www.marinemax.com.

Forward Looking Statement

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 Company's potential growth and the strength of product demand.  These statements are based on current expectations, forecasts, risks, uncertainties and assumptions that may cause actual results to differ materially from expectations as of the date of this release. These risks, assumptions and uncertainties include the Company’s abilities to reduce inventory, manage expenses and accomplish its goals and strategies, the quality of the new product offerings from the Company’s manufacturing partners, the impacts (direct and indirect) of COVID-19 on the Company’s business, the Company’s employees, the Company’s manufacturing partners, and the overall economy, general economic conditions, as well as those within our industry, the level of consumer spending, the Company’s ability to integrate acquisitions into existing operations, and numerous other factors identified in the Company’s Form 10-K for the fiscal year ended September 30, 2020 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.