SECOND AMENDMENT TO SECOND AMENDED AND RESTATED INVENTORY FINANCING AGREEMENT, FIRST AMENDMENT TO THIRD AMENDED AND RESTATED PROGRAM TERMS LETTER [****]
Exhibit 10.21(t)
NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT. COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED INVENTORY FINANCING AGREEMENT, FIRST AMENDMENT TO THIRD AMENDED AND RESTATED PROGRAM TERMS LETTER [****]
THIS AMENDMENT (the “Amendment”), dated this ___ day of June, 2016, is a Second Amendment to that certain Second Amended and Restated Inventory Financing Agreement dated October 30, 2015 (as amended, supplemented or otherwise modified form time to time, the “Financing Agreement”), a First Amendment to that certain Third Amended and Restated Program Terms Letter dated October 30, 2015 (as amended, supplemented or otherwise modified from time to time, the “PTL”) [****] entered into by and among the undersigned Dealers (each, individually, a “Dealer” and, collectively, “Dealers”), Xxxxx Fargo Commercial Distribution Finance LLC f/k/a GE Commercial Distribution Finance Corporation (in its individual capacity, “CDF”) as Agent (CDF, in such capacity as agent, is herein referred to as “Agent”) for the several financial institutions that are parties to the Financing Agreement or may from time to time become party to the Financing Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender, and such Lenders.
WHEREAS, the parties hereto desire to amend the Financing Agreement, the PTL [****] in certain respects;
NOW THEREFORE, in consideration of the premises and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties hereby agree as follows:
1.Exhibit C of the Financing Agreement (Permitted Locations) is hereby amended and restated in its entirety in form and substance as set forth in Exhibit C to the Financing Agreement attached hereto.
2.Exhibit E of the Financing Agreement (Lenders’ Allocations and Ratable Share) is hereby amended and restated in its entirety in form and substance as set forth in Exhibit E to the Financing Agreement attached hereto. For the avoidance of doubt, the revised Lenders’ Allocations and Ratable Shares shall be effective as of the first Settlement Date following the date hereof.
3.Exhibit G of the Financing Agreement (Form of Trigger Compliance Certificate) is hereby added to the Financing Agreement in form and substance as set forth in Exhibit G to the Financing Agreement attached hereto.
4.Exhibit C to the PTL (Form of Inventory Certificate) is hereby amended and restated in its entirety in form and substance as set forth in Exhibit C to the PTL attached hereto.
5.The definition of “Maximum Aggregate Credit Amount” in the Financing Agreement is hereby deleted in its entirety and replaced by the following:
"‘Maximum Aggregate Credit Amount' means an aggregate total of Three Hundred Million Dollars ($300,000,000.00).”
6.The following subclause (g) is hereby added to Section 8 of the Financing Agreement:
“and (g) concurrently with the delivery of the financial statements required to be delivered under clauses (a) and (b), above, a trigger compliance certificate in the form attached hereto as Exhibit G (the “Trigger Compliance Certificate”), setting forth a calculation of Fixed Charge Coverage
Ratio and TTM EBITDA (each as defined in the Program Terms Letter), executed by an officer of Dealers.”
7.Section 19 of the Financing Agreement is hereby deleted in its entirety and replaced by the following:
“19. Term and Termination. Unless sooner terminated as provided in this Agreement, the term of this Agreement shall commence on the date hereof and continue until October 30, 2019 and, if Agent provides written notice to Dealers of Agent’s intent to renew the current term at least (ninety) 90 days prior to the end of the then current term, at Agent’s sole election and subject to Dealer’s consent, the term of this Agreement shall automatically renew for up to two successive one year periods thereafter. Upon termination of this Agreement, all Obligations shall become immediately due and payable without notice or demand. Upon any termination, Dealers shall remain fully and jointly and severally liable to each Lender for all Obligations owed to such Lender, including without limitation all fees, expenses and charges, arising prior to or after termination, and each Lender’s rights and remedies and security interest, if any, shall continue until all Obligations to such Lender hereunder are paid and all obligations of Dealers are performed in full. All waivers and indemnifications in Agent’s and each Lender’s favor, and the agreement to arbitrate, set forth in this Agreement will survive any termination of this Agreement.”
8.The introductory paragraph under the Performance Rebate heading in the PTL is hereby deleted in its entirety and replaced by the following:
“So long as Dealer remains in compliance with all the terms and conditions of the Inventory Financing Agreement, this Program Terms Letter and all other agreements or instruments by and between Dealer, Agent and any one or more Lenders, beginning the date hereof through the calendar quarter ending June 30, 2016, and for each calendar quarter thereafter, Agent, on behalf of Lenders, will [****] in an amount equal to [****] of (i) the average daily balance of outstanding Obligations owed to Lenders for the prior quarter less (ii) the average daily balance of the [****] for the prior quarter (the “[****]”). Such [****] will be subject to the following:”
9.The sixth paragraph under the Floorplan Advance Rate heading in the PTL is hereby deleted in its entirety and replaced by the following:
“For [****] brand new inventory: 75% of invoice amount for all inventory that is [****] feet or less and [****] of invoice amount for all inventory that is greater than [****] feet, subject to a maximum of [****] in the aggregate advanced at any one time, and further subject to Availability.”
10.The seventh paragraph under the Floorplan Advance Rate heading in the PTL is hereby deleted in its entirety and replaced by the following:
“As used herein, ‘Availability’ shall mean:
(i) the lesser of:
(a) the Maximum Credit Amount, minus the outstanding amount of Approvals, and
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(b) (1) if the Fixed Charge Coverage ratio is equal to or greater than [****] and TTM EBITDA is equal to or greater than [****], in each case as shown on the most recent Trigger Compliance Certificate delivered pursuant to Section 8(g) of the Inventory Financing Agreement, 100% of the Eligible Inventory Collateral shown on the most recent inventory certificate (‘Total Eligible Inventory’), or |
(2) if the Fixed Charge Coverage ratio is less than [****] or TTM EBITDA is less than [****], in each case as shown on the most recent Trigger Compliance Certificate delivered pursuant to Section 8(g) of the Inventory Financing Agreement, 100% of Total Eligible Inventory shown on the most recent inventory certificate, less the lesser of (x) [****] and (y) [****] of Total Eligible Inventory shown on such inventory certificate,
(ii) minus, the aggregate outstanding amount of Obligations.”
As used in the definition of Availability, the below terms have the following meanings:
‘Capital Expenditures’ shall mean with respect to any Person, all expenditures (by the expenditure of cash or the incurrence of Debt) by such Person during any measuring period for any fixed assets or improvements or for replacements, substitutions or additions thereto that have a useful life of more than one year and that are required to be capitalized under GAAP, but excluding from such calculation expenditures made with the cash proceeds received by Dealer from any insurance claim payable by reason of theft, loss, physical damage or similar event with respect to any of Dealer’s respective property or assets.
‘Fixed Charge Coverage Ratio’ shall mean the ratio of (a) TTM EBITDA less Capital Expenditures (to the extent not financed) to (b) Fixed Charges.
‘Fixed Charge’ shall mean cash interest plus scheduled principal payments plus income taxes paid in cash plus dividends and distributions.
‘TTM EBITDA’ shall mean consolidated net income plus the sum of taxes, interest, depreciation and amortization, and one-time costs related to acquisitions permitted pursuant to the Inventory Financing Agreement plus non-cash stock-based compensation less non-recurring gains or non-cash items increasing net income and tax credits to the extent they increased net income for the trailing twelve month period.”
11.The second paragraph under the Concentration Limits heading in the PTL is hereby deleted in its entirety and replaced by the following:
“If the units of inventory (new and pre-owned) financed by any one or more Lenders which are not Pre-Sold and which have an Outstanding Amount > [****] exceed [****] in the aggregate (of which no more than [****] in the aggregate may be [****]), then immediate payment shall be required and applied to the oldest units of such inventory financed by such Lender or Lenders to the extent required to reduce the Outstanding Amount to [****] or less for such inventory (or [****] or less for [****] inventory). In no event shall any one or more Lenders finance more than the greater of [****] units or [****] of such inventory that exceeds [****] ft., and which are not Pre-Sold.”
12.[****]
13.Each reference in the Financing Agreement, [****], the PTL, and any other document, instrument or agreement related thereto or executed in connection therewith (collectively, the “Documents”) to the Financing Agreement, the PTL [****] shall be deemed to refer to the Financing Agreement, the PTL [****] as amended by this Amendment. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Financing Agreement.
14.Each Dealer hereby ratifies and confirms the Financing Agreement, the PTL [****], as amended hereby, and each other Document executed by such Dealer in all respects.
15.Each Dealer hereby unconditionally releases, acquits, waives, and forever discharges Agent and the Lenders and their successors, assigns, directors, officers, agents, employees, representatives and attorneys from any and all liabilities, claims, causes of action or defenses, if any, and for any action taken or for any failure to take any action, existing at any time prior to the execution of this Amendment.
16.This Amendment shall be binding upon, inure to the benefit of and be enforceable by the parties hereto and their participants, successors and assigns.
17.This Amendment may be executed in any number of counterparts, each of which counterparts, once they are executed and delivered, shall be deemed to be an original and all of which counterparts, taken together, shall constitute but one and the same agreement. This Amendment may be executed by any party to this Amendment by original signature, facsimile and/or electronic signature.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment as of the date first above written.
MARINEMAX, INC., a Florida corporation |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
Executive Vice President, Chief Financial Officer, Secretary |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 2849981 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
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MARINEMAX EAST, INC., a Delaware corporation |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
President, Secretary, Treasurer |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 3332179 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
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MARINEMAX SERVICES, INC., a Delaware corporation |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
Vice President, Secretary, Treasurer |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 3331764 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
a Delaware limited liability company |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
President, Secretary, Treasurer |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 4402087 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
Signature Page to Second Amendment to Second Amended and Restated IFA
BOATING GEAR CENTER, LLC, a Delaware limited liability company |
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By: MARINEMAX EAST, INC., the sole member of Boating Gear Center, LLC |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
President, Secretary, Treasurer |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 3908460 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
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XX LIQUIDATORS, LLC |
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a Delaware limited liability company
By: MARINEMAX, INC., the sole member of US Liquidators, LLC |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
Executive Vice President, Chief Financial Officer, Secretary |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 4242668 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
MY WEB SERVICES, LLC,
a Delaware limited liability company
By: MARINEMAX, INC., the sole member of My Web Services, LLC |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
Executive Vice President, Chief Financial Officer, Secretary |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 4933499 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
Signature Page to Second Amendment to Second Amended and Restated IFA
MARINEMAX CHARTER SERVICES, LLC,
a Delaware limited liability company
By: MARINEMAX EAST, INC., the sole member of MarineMax Charter Services, LLC |
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
President, Secretary, Treasurer |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 5037331 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
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NEWCOAST FINANCIAL SERVICES, LLC, |
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a Delaware limited liability company
By: MARINEMAX EAST, INC., the sole member of Newcoast Financial Services, LLC
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By: |
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Print Name: |
Xxxxxxx X. XxXxxx |
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Title: |
President, Secretary, Treasurer |
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Tax ID: |
00-0000000 |
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Org. ID (if any): 2920730 8100 |
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Chief Executive Office and Principal Place of Business: |
0000 XxXxxxxxx Xxxxx |
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Xxxxxxxxxx, XX 00000 |
Signature Page to Second Amendment to Second Amended and Restated IFA
AGENT AND LENDER:
XXXXX FARGO COMMERCIAL DISTRIBUTION FINANCE LLC |
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By: |
/s/ Xxxxxx Xxxx |
Print Name: |
Xxxxxx Xxxx |
Title: |
Risk Director |
LENDERS:
BANK OF THE WEST, INC. |
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By: |
/s/ Xxxxxx Xxxxxxx |
Print Name: |
Xxxxxx Xxxxxxx |
Title: |
Vice President |
M&T BANK |
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By: |
/s/ Xxxxxxx Xxxxx |
Print Name: |
Xxxxxxx Xxxxx |
Title: |
Vice President |
Signature Page to Second Amendment to Second Amended and Restated IFA
to Financing Agreement
Permitted Locations
Permitted Locations |
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Location Name |
Lot Code |
Address Line 1 |
City |
State |
Zip Code |
Phone Numbers |
MarineMax Dania Beach Service |
MYSD |
000 Xxxxxx Xxxx |
Xxxxx Xxxxx |
XX |
00000 |
954-926-0308 |
MarineMax Brick |
BNJ |
0000 Xxxxxxxxx |
Xxxxx |
XX |
00000 |
732-840-2100 |
MarineMax Brevard (Cocoa) |
BVD |
0000 Xxxx Xxxxxx |
Xxxxx |
XX |
00000 |
321-636-3142 |
MarineMax Sarasota Retail Sales |
CIT |
0000 Xxx Xxxxxxxx Xxxxxxx |
Xxxxxxxx |
XX |
00000 |
941-388-4411 |
MarineMax Bayport |
CMB |
000 Xxxxx Xxxxxx Xxxxx |
Xxxxxxx |
XX |
00000 |
651-351-9621 |
MarineMax Xxxxxx |
CMR |
00000 Xxxxxx Xxxx 00, XX Xxx 000 |
Xxxxxx |
XX |
00000 |
763-428-4126 |
MarineMax Excelsior |
CMZ |
000 Xxxxxxxxxx Xxxxxxxxx |
Xxxxxxxxx |
XX |
00000 |
952-346-4857 |
MarineMax Xxxxxxx |
XX0 |
000 Xxxxx Xxxxxx |
Xxxxxxx |
XX |
00000 |
888-254-1796 |
MarineMax Xxxxxxxxxxx |
XX0 |
000 Xxxxxx Xxxx Xxxx |
Xxxxxxxxx |
XX |
00000 |
860-399-5581 |
MarineMax Clearwater |
CW |
00000 XX 00 Xxxxx |
Xxxxxxxxxx |
XX |
00000 |
727-536-2628 |
MarineMax Lewisville/Dallas |
DAL |
0000 X Xxxxxxxx Xxxxxxx |
Xxxxxxxxxx |
XX |
00000 |
972-436-9979 |
MarineMax Xxxxxxxxxxxx Xxxxx |
XX0 |
0000 Xxxxx Xxxxxxxxx |
Xxxxxxxxxxxx Xxxxx |
XX |
00000 |
904-338-9970 |
MarineMax Panama City |
FL7 |
0000 Xxxxxx Xxxxx |
Xxxxxx Xxxx Xxxxx |
XX |
00000 |
850-234-6533 |
MarineMax Ft Xxxxx |
FT |
00000 XxXxxxxx Xxxxxxxxx |
Xxxx Xxxxx |
XX |
00000 |
239-481-8200 |
FT |
00000 XxXxxxxx Xxxxxxxxx |
Xxxx Xxxxx |
XX |
00000 |
239-454-2628 |
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MarineMax Harbor's View |
GLC |
000000 X 000 Xxxx |
Xxxxx |
XX |
00000 |
918-782-3277 |
MarineMax Ft Lauderdale |
HAT |
0000 XX 00xx Xxxxxx, Xxxx 66 Marina |
Xxxx Xxxxxxxxxx |
XX |
00000 |
954-779-1905 |
MarineMax Lake Hopatcong |
HOP |
000 Xxxxxxxx Xxxx |
Xxxx Xxxxxxxxx |
XX |
00000 |
973-663-2045 |
MarineMax Jacksonville - Retail Store |
JAC |
0000 Xxxxxxxxx Xxxxxxxxxx |
Xxxxxxxxxxxx |
XX |
00000 |
904-338-9970 |
MarineMax Branson |
KIC |
000 Xxxx Xxxx |
Xxxxxxx |
XX |
00000 |
417-739-2500 |
MarineMax Pensacola |
KM |
00 X Xxxxxxx Xxxxxxxxx |
Xxxxxxxxx |
XX |
00000 |
850-477-1112 |
MarineMax Pensacola |
KM |
0000 Xxxxxxx Xxxxxx |
Xxxxxxxxx |
XX |
00000 |
850-477-1112 |
MarineMax Lewisville Yachts and Service |
LLV |
0000 X Xxxx Xxxx Xxxx |
Xxxxxxxxxx |
XX |
00000 |
972-436-9979 |
MarineMax Lake Ozark |
LOZ |
0000 Xxxxxxx Xxx Xxxxxxxxx |
Xxxx Xxxxx |
XX |
00000 |
573-365-5382 |
MarineMax Tampa |
LQ1 |
0000 00xx Xxxxxx |
Xxxxx |
XX |
00000 |
913-627-0172 |
MarineMax Lake Texoma |
LTX |
000 Xxxxxx Xxxxxx Xxxxx |
Xxxxxxxxx |
XX |
00000 |
972-436-9979 |
MarineMax Xxxxx Beach Service |
MBB |
00 X 00xx Xxxxxx |
Xxxxx Xxxxx |
XX |
00000 |
609-494-2838 |
MarineMax Osage Beach |
MCP |
0000 Xxxxx Xxxxx Xxxxxxx |
Xxxxx Xxxxx |
XX |
00000 |
573-348-1299 |
MarineMax Gunpowder Cove (Joppa) |
MD1 |
000 Xxxxxxx Xxxxx |
Xxxxx |
XX |
00000 |
410-679-5454 |
MarineMax White Xxxxx |
MD2 |
00000 Xxxxxxx Xxxxxxx |
Xxxxx Xxxxx |
XX |
00000 |
410-335-6501 |
MarineMax Baltimore Yacht Sales and Service Center |
MD4 |
0000 X Xxxxxxx Xxxxxx |
Xxxxxxxxx |
XX |
00000 |
410-732-1260 |
MarineMax Miami |
MIA |
000 XX 00xx Xxxxxx |
Xxxxx |
XX |
00000 |
305-758-5786 |
Miami Service |
XX |
00000 |
305-758-5786 |
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MLB |
000 X 0xx Xxxxxx |
Xxxx Xxxxxx |
XX |
00000 |
609-494-2102 |
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Corporate Headquarters |
MM |
0000 XxXxxxxxx Xxxxx, Xxxxx 000 |
Xxxxxxxxxx |
XX |
00000 |
727-531-1700 |
MarineMax Xxxx Landing Service |
MML |
0000 Xxxxxx Xxxxx, Xxxxx 000 |
Xxx Xxxxxx |
XX |
00000 |
000-000-0000 |
MarineMax Xxxxxx |
MO1 |
000 X Xxxx Xxxxxx |
Xxxxxx |
XX |
00000 |
573-348-1299 |
MarineMax Xxxxxx Point |
MSP |
000 Xxx Xxxxxx |
Xxxxxx Xxxxx |
XX |
00000 |
609-926-0600 |
MarineMax St Petersburg Yacht and Service Center |
MYSC |
0000 Xxxxxxxx Xxxxxxxxx |
Xxxxx Xxxxxxxx |
XX |
00000 |
727-343-6520 |
MarineMax Naples Retail Sales |
NAP |
0000 0xx Xxxxxx Xxxxx |
Xxxxxx |
XX |
00000 |
239-262-1000 |
MarineMax Seabrook |
NAS |
0000 XXXX Xxxxxxx |
Xxxxxxxx |
XX |
00000 |
281-326-4224 |
MarineMax Southport Marina |
NC6 |
000 Xxxx Xxxxxx, Xxxxx 000 |
Xxxxxxxxx |
XX |
00000 |
201-515-4122 |
MarineMax Boston |
NE1 |
00-X Xxxxxxxx Xxxxxx |
Xxxxxx |
XX |
00000 |
000-000-0000 |
MarineMax Danvers |
NE2 |
00 Xxxxxxxxxx Xxxxx |
Xxxxxxx |
XX |
00000 |
781-395-0050 |
MarineMax Xxxxxxxxx |
XX0 |
000 Xxxx Xxxxxx |
Xxxxxxxxx |
XX |
00000 |
781-875-3619 |
MarineMax Xxxxxxx |
XX0 |
000 Xxxxxxx Xxxxxx |
Xxxxxxx |
XX |
00000 |
781-875-3619 |
MarineMax Palm Beach |
NPB |
0000 XXX Xxxxxxxxx |
Xxxx Xxxxx Xxxxxxx |
XX |
00000 |
561-694-5815 |
MarineMax Lindenhurst Marina and Yacht Center |
NY1 |
000 X Xxxxxxxx Xxxxxx |
Xxxxxxxxxxx |
XX |
00000 |
631-957-5900 |
MarineMax Xxxxxxxxxxx |
XX0 |
000 X Xxxxxxxx Xxxxxx |
Xxxxxxxxxxx |
XX |
00000 |
631-226-0000 |
MarineMax Xxxxxxxx |
XX0 |
000 Xxxxxxx Xxxx |
Xxxxxxxx |
XX |
00000 |
631-842-5900 |
XX0 |
000 Xxxx Xxxxx Xxxx |
Xxxxxxxxxx |
XX |
00000 |
631-424-2710 |
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MarineMax Xxxxxxxxx |
XX0 |
Chelsea Piers, Xxxx 00, 00xx Xxxxxx and the Xxxxxx Xxxxx |
Xxx Xxxx |
XX |
00000 |
212-336-7873 |
MarineMax Gulf Shores Parkway |
OB |
0000 Xxxx Xxxxxx Xxxxxxx |
Xxxx Xxxxxx |
XX |
00000 |
251-981-1113 |
MarineMax of Orlando |
OLN |
000 X Xxxx Xxxxxxx Xxxx |
Xxxxxxx |
XX |
00000 |
407-660-2628 |
MarineMax Ocean Reef |
ORC |
0 Xxxxxxx Xxxxxxx Xxxxx |
Xxx Xxxxx |
XX |
00000 |
305-367-3969 |
MarineMax Cape Haze (Palm Island) |
PMI |
0000 Xxxxxxx Xxxx |
Xxxx Xxxx |
XX |
00000 |
941-697-2161 |
MarineMax Pompano Beach Retail Sales |
POM |
000 Xxxxx Xxxxxxx Xxxxxxx |
Xxxxxxx Xxxxx |
XX |
00000 |
954-783-9555 |
MarineMax Pompano Yacht Center |
PYC |
000 Xxxxx Xxxxxxx Xxxxxxx |
Xxxxxxx Xxxxx |
XX |
00000 |
954-618-0440 |
MarineMax Newport |
RI1 |
00 Xxxxx'x Xxxxx |
Xxxxxxx |
XX |
00000 |
000-000-0000 |
MarineMax Rhode Island |
RI2 |
0 Xxxxxxxx Xxxxx |
Xxxxxxx |
XX |
00000 |
410-886-7899 |
MarineMax Wrightsville Beach |
SB |
000 Xxxxx Xxxxxx |
Xxxxxxxxxxxx Xxxxx |
XX |
00000 |
910-256-8100 |
MarineMax San Diego |
SDG |
0000 Xxxxxxx Xxxxxx Xxxxx, Xxxxx X |
Xxx Xxxxx |
XX |
00000 |
619-294-2628 |
MarineMax Cumming |
SM2 |
0000 Xxxx Xxxxx Xxxxxx Xxxx |
Xxxxxxx |
XX |
00000 |
770-781-9370 |
MarineMax Xxxxxx |
SM7 |
0000 Xxxxxx Xxxxxxx Xxxxxxx |
Xxxxxx |
XX |
00000 |
770-614-6968 |
MarineMax Montgomery |
SSH |
00000 Xxxxx Xxxxx 000 |
Xxxxxxxxxx |
XX |
00000 |
936-228-4165 |
MarineMax Stuart Sales and Service |
STU |
0000 XX Xxxx Xxxx Xxxx |
Xxxxxx |
XX |
00000 |
772-287-4495 |
MarineMax Catawba Island |
TCM |
0000 XX Xxxxxxx Xxxx |
Xxxx Xxxxxxx |
XX |
00000 |
419-797-4492 |
VEN |
0000 X Xxxxxxx Xxxxx |
Xxxxxx |
XX |
00000 |
941-485-3388 |
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Marinemax at Channel Club Marina |
CHE |
00 Xxxx Xxxxxx |
Xxxxxxxx Xxxxx |
XX |
00000 |
732-874-7196 |
MarineMax Stevensville |
MD3 |
000 Xxxx Xxx Xxxx |
Xxxxxxxxxxxx |
XX |
00000 |
410-827-7371 |
Exhibit E
to Financing Agreement
Lenders’ Allocations and Ratable Shares
Lender |
Allocation |
Ratable Share |
CDF |
$195,000,000 |
65.0000000000% |
Bank of the West, Inc. |
$35,000,000 |
11.0000000000% |
M&T Bank |
$70,000,000 |
23.3333333333% |
TOTAL |
$300,000,000 |
100.000000000% |
to Financing Agreement
Form of Trigger Compliance Certificate
Trigger Compliance Certificate |
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Calculations Based on trailing twelve month (TTM) period ended: |
6/30/2016 |
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PYTD |
FYE |
CYTD |
TTM |
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6/30/2015 |
9/30/2015 |
6/30/2016 |
6/30/2016 |
net income |
- |
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- |
- |
add back: taxes |
- |
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- |
- |
add back: interest |
- |
|
- |
- |
add back: depreciation / amortization |
- |
|
- |
- |
add back: one-time acquisition costs |
- |
|
- |
- |
add back: non-cash stock-based compensation |
- |
|
- |
- |
less: non-recurring gains / non-cash items / tax credits |
- |
|
- |
- |
EBITDA |
- |
- |
- |
- |
less: Capital Expenditures |
- |
|
- |
- |
EBITDA less Capital Expenditures |
- |
- |
- |
- |
|
|
|
|
|
cash interest |
- |
|
- |
- |
scheduled principal payments |
- |
- |
- |
- |
cash income taxes |
- |
|
- |
- |
dividends / distributions |
- |
- |
- |
- |
Fixed Charges |
- |
- |
- |
- |
|
|
|
|
|
FCCR |
|
|
|
#DIV/0! |
|
|
|
|
|
|
Compliant? |
|
|
|
EBITDA Trigger [****] |
|
|
|
|
FCCR Trigger [****] |
|
|
|
|
|
|
|
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|
MarineMax, Inc. |
|
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By: _________________________________________ |
|
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Title: _________________________________________ |
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|
to PTL
Form of Inventory Certificate
[****]