Sportsman's Warehouse Enters Material Definitive Agreement

TL;DR

SPWH filed an 8-K on 7/30 for a material agreement and financial obligation.

AI Summary

On July 30, 2024, Sportsman's Warehouse Holdings, Inc. entered into a Material Definitive Agreement related to a direct financial obligation. The company also made a Regulation FD Disclosure and filed financial statements and exhibits as part of this 8-K filing.

Why It Matters

This filing indicates a significant financial event or obligation for Sportsman's Warehouse, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial obligations can introduce new risks or alter existing ones for a company.

Key Players & Entities

• SPORTSMAN'S WAREHOUSE HOLDINGS, INC. (company) — Registrant
• July 30, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $45,000,000 — ity in an aggregate principal amount of $45,000,000, consisting of $25,000,000 in initial A
• $25,000,000 — al amount of $45,000,000, consisting of $25,000,000 in initial ABL term loans that were mad
• $20,000,000 — by the ABL Lenders on July 30, 2024 and $20,000,000 in delayed draw ABL term loans. The $25
• $136.7 million — outstanding borrowings of approximately $136.7 million under the Amended Credit Agreement as o

Filing Documents

• spwh-20240730.htm (8-K) — 58KB
• spwh-ex10_1.htm (EX-10.1) — 1579KB
• spwh-ex10_2.htm (EX-10.2) — 2038KB
• spwh-ex10_3.htm (EX-10.3) — 87KB
• spwh-ex10_4.htm (EX-10.4) — 474KB
• spwh-ex10_5.htm (EX-10.5) — 498KB
• spwh-ex99_1.htm (EX-99.1) — 15KB
• img137939639_0.jpg (GRAPHIC) — 32KB
• 0000950170-24-089307.txt ( ) — 5583KB
• spwh-20240730.xsd (EX-101.SCH) — 24KB
• spwh-20240730_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Sportsman's Warehouse, Inc. ("SWI") is a wholly owned subsidiary of Sportsman's Warehouse Holdings, Inc. (the "Company"). On July 30, 2024, SWI as lead borrower, the Company as guarantor and other subsidiaries of the Company, each as borrowers, and PLC Agent LLC (the "Pathlight Agent"), as administrative and collateral agent for various lenders affiliated with Pathlight Capital (the "ABL Lenders"), entered into an ABL Term Loan Credit Agreement (the "Term Loan Agreement"). The Term Loan Agreement provides for a senior secured term loan credit facility in an aggregate principal amount of $45,000,000, consisting of $25,000,000 in initial ABL term loans that were made by the ABL Lenders on July 30, 2024 and $20,000,000 in delayed draw ABL term loans. The $25,000,000 in proceeds from the initial ABL term loans were used to repay obligations under the Amended Credit Agreement described below. After giving effect to the repayment, we had outstanding borrowings of approximately $136.7 million under the Amended Credit Agreement as of July 30, 2024. The availability of loans under the Term Loan Agreement are subject to a borrowing base calculation based on eligible credit card receivables, eligible inventory, the revolving borrowing base determined under the Amended Credit Agreement, and reserves. The Term Loan Agreement has a stated maturity date of July 30, 2029. Borrowings under the Term Loan Agreement bear interest at a rate equal to (i) a specified term secured overnight financing rate (SOFR), plus (ii) 0.10% as a SOFR adjustment, plus (iii) the applicable margin as specified in the Term Loan Agreement. The applicable margin means either 3.50% or 6.50% depending on the type of term loan. Under the Term Loan Agreement, loans may be required to be converted to base rate loans and in such case, the applicable margin rate will increase by 1.0%. In addition, the Term Loan Agreement contains customary affirmative and

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On August 1, 2024, the Company issued a press release announcing the financing transactions described in Item 1.01 of this Current Report on Form 8-K, a copy of which is furnished hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 7.01 and the related information in Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit Number Description 10.1 ABL Term Loan Credit Agreement, dated July 30, 2024, by and among Sportsman's Warehouse, Inc., as lead borrower, the other borrowers and guarantors party thereto, PLC Agent LLC, as administrative and collateral agent, and the lenders party thereto. 10.2 Second Amendment to Amended and Restated Credit Agreement, dated July 30, 2024, by and among Sportsman's Warehouse, Inc., as lead borrower, the other borrowers and guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto, including Annex A being the Amended and Restated Credit Agreement dated as of May 23, 2018, as amended May 27, 2022 and July 30, 2024. 10.3 Facility Guaranty dated as of July 30, 2024 by Sportsman's Warehouse Holdings, Inc. in favor of PLC Agent LLC, as administrative agent and collateral agent, and the Credit Parties thereto. 10.4 Security Agreement, dated July 30, 2024, by and among Sportsman's Warehouse, Inc., as lead borrower, and the other borrowers and guarantors party thereto, in favor of PLC Agent LLC as agent. 10.5 Third Amended and Restated Security Agreement, dated July 30, 2024, by and among Sportsman's Warehouse, Inc., as lead borrower, and the other borrowers and guarantors party thereto, in favor of Wells Fargo Bank, National Association as agent. 99.1 Press release issued by Sportsman's Warehouse Holdings, Inc., dated August 1, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. SPORTSMAN'S WAREHOUSE HOLDINGS, INC. Date: August 1, 2024 By: /s/ Jeff White Name: Title: Jeff White Secretary and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR