Item 1.01 Entry into a Material Definitive Agreement.

On September 23, 2021, OneWater Marine Inc., One Water Marine Holdings LLC, One Water Assets & Operations, LLC ("Opco") and certain of Opco's subsidiaries entered into the Third Amendment (the "Third Amendment") to Sixth Amended and Restated Inventory Financing Agreement (the "Inventory Financing Facility") with Wells Fargo Commercial Distribution Finance, LLC as agent for the lenders from time to time party thereto, and such lenders. All capitalized words used but not defined herein have the meanings assigned in the Third Amendment.

The Third Amendment amends the Inventory Financing Facility, to, among other things, (a) address the future discontinuance of LIBOR by clarifying the mechanics related to the transition to a replacement benchmark rate and (b) extend the term of the Inventory Financing Facility to November 1, 2021.

The foregoing description is qualified in its entirety by reference to the full text of the Third Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated in this Item 1.01 by reference.

Item 9.01 Financial Statements and Exhibits.





(d)    Exhibits.

Exhibit
 Number                                 Description
  10.1     Third Amendment to Sixth Amended and Restated Inventory Financing
           Agreement, dated as of September 23, 2021, between Wells 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.
  104      Cover Page Interactive Data File (embedded within the Inline XBRL
           document).


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