MarineMax (HZO) 8-K/A Completion of Acquisition or Disposition of Assets

Exhibit 99.2

MarineMax, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Combined Financial Statements

     On March 31, 2006, we acquired substantially all of the assets and assumed certain liabilities of Surfside-3 Marina, Inc. (Surfside), a privately held boat dealership with eight locations in New York and Connecticut, for approximately $24.8 million in cash and 665,024 shares of our common stock, including acquisition costs, plus working capital adjustments.

     The unaudited pro forma condensed combined statement of operations for the fiscal year ended September 30, 2005, presents the combined results of operations of our company and Surfside as if the acquisition had occurred at October 1, 2004, the beginning of our first quarter of fiscal 2005. As Surfside’s fiscal year end is December 31, we have combined the unaudited condensed combined statement of operations of Surfside for the fiscal year ended December 31, 2005 with our unaudited condensed consolidated statement of operations for the fiscal year ended September 30, 2005 to present the unaudited pro forma condensed combined statement of operations for the fiscal year ended September 30, 2005. Surfside’s unaudited condensed combined statement of operations for the three months ended December 31, 2005 is also included in the unaudited pro forma condensed combined statement of operations for the six months ended March 31, 2006 of our company and Surfside as further discussed below.

     The unaudited pro forma condensed combined statement of operations for the six months ended March 31, 2006, presents the combined results of operations of our company and Surfside as if the acquisition had occurred at October 1, 2005, the beginning of our first quarter of fiscal 2006. As Surfside’s fiscal year end is December 31, we have combined the unaudited condensed combined statements of operations of Surfside for the three months ended December 31, 2005 (last quarter of fiscal year 2005) and for the three months ended March 31, 2006 (first quarter of fiscal year 2006) with our unaudited condensed consolidated statement of operations for the six months ended March 31, 2006 to present the unaudited pro forma condensed combined statement of operations for the six months ended March 31, 2006. Surfside’s unaudited condensed combined statement of operations for the three months ended December 31, 2005 is also included in the unaudited pro forma condensed combined statement of operations for the fiscal year ended September 30, 2005 of our company and Surfside as further discussed above.

     The unaudited pro forma condensed combined balance sheet as of March 31, 2006 is not required herein as the acquisition was reflected in our March 31, 2006 Quarterly Report on Form 10-Q filed on May 10, 2006.

     The unaudited pro forma condensed combined financial statements are presented for informational purposes only. The unaudited pro forma financial information includes an adjustment to record income taxes as if Surfside was taxed as a C corporation from the beginning of the periods presented until its acquisition date. The unaudited pro forma financial information does not include adjustments to remove certain private company expenses, which will not be incurred in future periods. The unaudited pro forma financial information may not necessarily reflect our future results of operations or what the results of operations would have been had we owned and operated Surfside as of the beginning of the periods

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presented. The unaudited pro forma condensed combined financial statements should be read in conjunction with the historical consolidated financial statements and accompanying notes of our amended annual report on Form 10-K/A for the fiscal year ended September 30, 2005, our amended quarterly report on Form 10-Q/A for the quarter ended December 31, 2005, and our quarterly report on Form 10-Q for the quarter ended March 31, 2006. The unaudited pro forma condensed combined financial statements do not reflect any operating efficiencies and cost savings that we may achieve with respect to the combined companies.

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MarineMax, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Fiscal Year Ended September 30, 2005
(Amounts in thousands, except share and per share data)

	Historical								Combined
	MarineMax, Inc.		Surfside			Adjustments			Pro Forma
Revenue	$	947,347	$	148,063		$	—		$	1,095,410
Cost of sales		712,843		117,573			—			830,416
Gross profit		234,504		30,490			—			264,994
Selling, general, and administrative expenses		169,975		21,348			—			191,323
Income from operations		64,529		9,142			—			73,671
Interest expense		9,291		1,074			—			10,365
Income before income tax provision		55,238		8,068			—			63,306
Income tax provision (benefit)		21,412		(23	)		3,129	(a)		24,518
Net income	$	33,826	$	8,091		$	(3,129	)	$	38,788
Basic net income per common share	$	2.01	$	—		$	—		$	2.22
Diluted net income per common share	$	1.88	$	—		$	—		$	2.07
Weighted average number of common shares used in computing net income per common share:
Basic		16,815,445		—			665,024	(b)		17,480,469
Diluted		18,032,533		—			665,024	(b)		18,697,557

	NOTES TO MARINEMAX UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(a)	Adjustment to record income taxes as if Surfside was taxed as a C corporation from the beginning of the period presented.
(b)	Adjustment to reflect the additional 665,024 shares of common stock issued in connection with the acquisition that were not included in the historical MarineMax, Inc. weighted average shares outstanding.

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MarineMax, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Six Months Ended March 31, 2006
(Amounts in thousands, except share and per share data)

	Historical							Combined
	MarineMax, Inc.		Surfside		Adjustments			Pro Forma
Revenue	$	468,571	$	51,313	$	—		$	519,884
Cost of sales		355,648		39,836		—			395,484
Gross profit		112,923		11,477		—			124,400
Selling, general, and administrative expenses		90,560		11,067		—			101,627
Income from operations		22,363		410		—			22,773
Interest expense		7,055		375		—			7,430
Income before income tax provision		15,308		35		—			15,343
Income tax provision		6,056		—		13	(a)		6,069
Net income	$	9,252	$	35	$	(13	)	$	9,274
Basic net income per common share	$	0.52	$	—	$	—		$	0.51
Diluted net income per common share	$	0.50	$	—	$	—		$	0.48
Weighted average number of common shares used in computing net income per common share:
Basic		17,658,304		—		661,370	(b)		18,319,674
Diluted		18,638,117		—		661,370	(b)		19,299,487

	NOTES TO MARINEMAX UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(a)	Adjustment to record income taxes as if Surfside was taxed as a C corporation from the beginning of the period presented.
(b)	Adjustment to reflect the additional 665,024 shares of common stock issued in connection with the acquisition that were not included in the historical MarineMax, Inc. weighted average shares outstanding.

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