Item 1.01 Entry into a Material Definitive Agreement.
On
The A&R Inventory Financing Facility provides the Company a line of credit with
asset based borrowing availability of up to
The A&R Inventory Financing Facility expires on
The A&R Inventory Financing Facility includes certain financial and
non-financial covenants, including provisions that the Funded Debt to EBITDA
Ratio must not exceed 2.00 to 1.00, and that the Company's Fixed Charge Coverage
Ratio on a consolidated basis must be at least 1.50 to 1.00. It also includes
additional restrictive covenants, including restrictions on the Company's
ability to (i) use, sell, rent or otherwise dispose of any collateral underlying
the A&R Inventory Financing Facility except for the sale of inventory in the
ordinary course of business, (ii) incur certain liens, (iii) engage in any
material transaction not in the ordinary course of business, (iv) change its
business in any material manner or its organizational structure, other than as
otherwise provided for in the A&R Inventory Financing Facility, (v) engage in
certain mergers or consolidations, (vi) acquire certain assets or ownership
interest of any other person or entities, except for certain permitted
acquisitions, (vii) guarantee or indemnify or otherwise become in any way liable
with respect to certain obligations of any other person or entity, except as
provided by the A&R Inventory Financing Facility, (viii) redeem, retire,
purchase or otherwise acquire, directly or indirectly, any of the equity of its
acquired dealer groups, (ix) make any change in any of its dealer groups'
capital structure or in any of its business objectives or operations which might
in any way adversely affect the ability of such dealer group to repay its
obligations under the A&R Inventory Financing Facility, (x) incur, create,
assume, guarantee or otherwise become or remain liable with respect to certain
indebtedness, and (xi) make certain payments of subordinated debt.
In connection with the A&R Inventory Financing Facility, in their individual
capacities, (i)
All capitalized words used but not defined herein have the meanings assigned in the A&R Inventory Financing Facility.
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The foregoing description is qualified in its entirety by reference to the full text of the A&R Inventory Financing Facility and the Guaranties, which are filed as Exhibits 10.1 through 10.3 to this Current Report on Form 8-K and incorporated in this Item 1.01 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 included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03 of this Current Report on Form 8-K.
Item 7.01 Regulation FD Disclosure
On
The information furnished pursuant to this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act unless specifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 10.1¥ Seventh Amended and Restated Inventory Financing Agreement, dated as ofDecember 29, 2021 , betweenWells Fargo Commercial Distribution Finance, LLC as Agent for the several financial institutions that may from time to time become party thereto and Dealers that may from time to time become party thereto. 10.2 Fourth Amended and Restated Guaranty, datedDecember 29, 2021 , entered into byAnthony Aisquith , for the benefit ofWells Fargo Commercial Distribution Finance, LLC , as Agent to the A&R Inventory Financing Facility. 10.3 Fourth Amended and Restated Guaranty, datedDecember 29, 2021 , entered into byPhilip Austin Singleton , Jr., for the benefit ofWells Fargo Commercial Distribution Finance, LLC , as Agent to the A&R Inventory Financing Facility. 99.1* Press Release issued byOneWater Marine Inc. , datedJanuary 4, 2022 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Furnished herewith.
¥ Certain schedules and exhibits to this agreement have been omitted in
accordance with Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to theSecurities and Exchange Commission on request. 3
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