Item 1.01 Entry into a Material Definitive Agreement
On October 1, 2020, under the Equity Purchase Agreement (the “Purchase Agreement”), dated October 1, 2020, by and among (a) Skipper Marine Holdings, Inc., SSY Holdings, Inc., Michael J. Pretasky, Sr., Michael John Pretasky, Jr. 2014 Trust, Mark Ellerbrock and Robert Ross Tefft, Jr. (collectively the “Sellers”) and (b) Michael J. Pretasky, Jr., as the representative of the Sellers, MarineMax, Inc. (“MarineMax”) acquired all of the outstanding equity of Skipper Marine Corp., Skipper Marine of Madison, Inc., Skipper Marine of Fox Valley, Inc., Skipper Bud’s of Illinois, Inc., Skipper Marine of Chicago-Land, Inc., Skipper Marine of Michigan, Inc., and Skipper Marine of Ohio, LLC, (collectively, the “Companies”) for an aggregate purchase price of $55,000,000, subject to certain customary closing and post-closing adjustments including certain holdbacks. The Sellers have the opportunity to earn additional consideration as part of an earnout subject to the achievement of certain pre-tax earnings levels. The Sellers will be subject to certain customary post-closing covenants and indemnities.
Through the transaction, MarineMax added 20 locations in Wisconsin, Michigan, Illinois, Ohio, California, Washington and Florida, including 11 marina and storage facilities, expanding MarineMax’s marina portfolio, and adding to its overall geographic reach in the Great Lakes and the West Coast. MarineMax is retaining the management of the Companies.
This description of the Purchase Agreement and the transactions contemplated by the Purchase Agreement is not complete and is qualified in its entirety by the complete terms and conditions of the Purchase Agreement, a copy of which is expected to be filed as an exhibit to MarineMax’s Annual Report on Form 10-K for the year ended September 30, 2020.
On October 1, 2020, MarineMax issued a press release announcing the acquisition. A copy of the press release is furnished as Exhibit 99.1 to this report.