Cover Page
Cover Page - shares | 3 Months Ended | |
Sep. 30, 2019 | Nov. 05, 2019 | |
Document Information [Line Items] | ||
City Area Code | (865) | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Security Exchange Name | NASDAQ | |
Trading Symbol | MBUU | |
Title of 12(b) Security | Class A Common Stock, par value $0.01 | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Entity Tax Identification Number | 46-4024640 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 5075 Kimberly Way, | |
Entity Address, City or Town | Loudon, | |
Entity Address, State or Province | TN | |
Local Phone Number | 458-5478 | |
Entity Address, Postal Zip Code | 37774 | |
Entity File Number | 001-36290 | |
Entity Registrant Name | MALIBU BOATS, INC. | |
Entity Central Index Key | 0001590976 | |
Document Period End Date | Sep. 30, 2019 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Smaller Reporting Company | false | |
Entity Shell Company | false | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 20,465,064 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 15 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||
Net sales | $ 172,080 | $ 123,483 |
Cost of sales | 132,079 | 92,982 |
Gross profit | 40,001 | 30,501 |
Operating expenses: | ||
Selling and marketing | 5,066 | 3,498 |
General and administrative | 10,668 | 8,971 |
Amortization | 1,584 | 1,280 |
Operating income | 22,683 | 16,752 |
Other (income) expense, net: | ||
Other income, net | (10) | (17) |
Interest expense | 1,167 | 1,171 |
Other expense, net | 1,157 | 1,154 |
Income before provision for income taxes | 21,526 | 15,598 |
Provision for income taxes | 4,844 | 3,583 |
Net income | 16,682 | 12,015 |
Net income attributable to non-controlling interest | 823 | 717 |
Net income attributable to Malibu Boats, Inc. | 15,859 | 11,298 |
Other comprehensive income (loss), net of tax: | ||
Change in cumulative translation adjustment | (623) | (404) |
Other comprehensive loss, net of tax | (623) | (404) |
Comprehensive income, net of tax | 16,059 | 11,611 |
Less: comprehensive income attributable to non-controlling interest, net of tax | 792 | 693 |
Comprehensive income attributable to Malibu Boats, Inc., net of tax | $ 15,267 | $ 10,918 |
Weighted average shares outstanding used in computing net income per share: | ||
Basic (in shares) | 20,830,121 | 20,640,418 |
Diluted (in shares) | 20,928,741 | 20,750,353 |
Net income available to Class A Common Stock per share: | ||
Basic (in dollars per share) | $ 0.76 | $ 0.55 |
Diluted (in dollars per share) | $ 0.76 | $ 0.54 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Current assets | ||
Cash | $ 32,345 | $ 27,392 |
Trade receivables, net | 22,962 | 27,961 |
Inventories, net | 75,286 | 67,768 |
Prepaid expenses and other current assets | 6,075 | 4,530 |
Total current assets | 136,668 | 127,651 |
Property, plant and equipment, net | 72,978 | 65,756 |
Goodwill | 51,160 | 51,404 |
Other intangible assets, net | 144,415 | 146,061 |
Deferred tax assets | 58,926 | 60,407 |
Other assets | 15,658 | 35 |
Total assets | 479,805 | 451,314 |
Current liabilities | ||
Accounts payable | 29,240 | 21,174 |
Accrued expenses | 48,907 | 49,097 |
Income taxes and tax distribution payable | 3,280 | 1,469 |
Payable pursuant to tax receivable agreement, current portion | 3,592 | 3,592 |
Total current liabilities | 85,019 | 75,332 |
Deferred tax liabilities | 113 | 145 |
Other liabilities | 17,099 | 1,689 |
Payable pursuant to tax receivable agreement, less current portion | 50,162 | 50,162 |
Long-term debt | 113,735 | 113,633 |
Total liabilities | 266,128 | 240,961 |
Commitments and contingencies (See Note 17) | ||
Stockholders' Equity | ||
Preferred Stock, par value $0.01 per share; 25,000,000 shares authorized; no shares issued and outstanding as of September 30, 2019 and June 30, 2019 | 0 | 0 |
Additional paid in capital | 102,400 | 113,004 |
Accumulated other comprehensive loss | (3,451) | (2,828) |
Accumulated earnings | 108,008 | 93,852 |
Total stockholders' equity attributable to Malibu Boats, Inc. | 207,160 | 204,235 |
Non-controlling interest | 6,517 | 6,118 |
Total stockholders’ equity | 213,677 | 210,353 |
Total liabilities and stockholders' equity | 479,805 | 451,314 |
Class A Common Stock | ||
Stockholders' Equity | ||
Common stock | 203 | 207 |
Class B Common Stock | ||
Stockholders' Equity | ||
Common stock | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2019 | Jun. 30, 2019 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 20,465,064 | 20,852,640 |
Common stock, shares, outstanding (in shares) | 20,465,064 | 20,852,640 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 15 | 15 |
Common stock, shares, outstanding (in shares) | 15 | 15 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Additional Paid In Capital | Accumulated Other Comprehensive Loss | Accumulated Earnings | Non-controlling Interest in LLC | Class A Common Stock | Class A Common StockCommon Stock | Class B Common Stock | Class B Common StockCommon Stock |
Beginning balance (in shares) at Jun. 30, 2018 | 20,555,000 | 17 | |||||||
Beginning balance at Jun. 30, 2018 | $ 139,871 | $ 108,360 | $ (1,984) | $ 27,789 | $ 5,502 | $ 204 | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 12,015 | 11,298 | 717 | ||||||
Stock based compensation, net of withholding taxes on vested equity awards (in shares) | (4,000) | ||||||||
Stock based compensation, net of withholding taxes on vested equity awards | (50) | (50) | |||||||
Issuance of equity for exercise of options (in shares) | 26,000 | ||||||||
Issuances of equity for services | 71 | 71 | |||||||
Issuances of equity for exercise of options | 672 | 672 | |||||||
Increase in payable pursuant to the tax receivable agreement | (2,553) | (2,553) | |||||||
Increase in deferred tax asset from step-up in tax basis | 3,138 | 3,138 | |||||||
Exchange of LLC Units for Class A Common Stock (in shares) | 199,000 | ||||||||
Exchange of LLC for Class A Common Stock | 2 | 1,047 | (1,047) | $ 2 | |||||
Cancellation of Class B Common Stock (in shares) | (1) | ||||||||
Cancellation of Class B Common Stock | 0 | ||||||||
Distributions to LLC Unit holders | (354) | (354) | |||||||
Foreign currency translation adjustment | (419) | (404) | 0 | (15) | |||||
Ending balance (in shares) at Sep. 30, 2018 | 20,776,000 | 16 | |||||||
Ending balance at Sep. 30, 2018 | 152,393 | 110,685 | (2,388) | 39,087 | 4,803 | $ 206 | $ 0 | ||
Beginning balance (in shares) at Jun. 30, 2019 | 20,852,640 | 20,853,000 | 15 | 15 | |||||
Beginning balance at Jun. 30, 2019 | 210,353 | 113,004 | (2,828) | 93,852 | 6,118 | $ 207 | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 16,682 | 15,859 | 823 | ||||||
Stock based compensation, net of withholding taxes on vested equity awards (in shares) | 5,000 | ||||||||
Stock based compensation, net of withholding taxes on vested equity awards | $ 435 | 435 | |||||||
Issuance of equity for exercise of options (in shares) | 0 | ||||||||
Issuances of equity for services | $ 80 | 80 | |||||||
Repurchase and retirement of common stock (in shares) | (383,000) | ||||||||
Repurchase and retirement of common stock | (11,123) | (11,119) | $ (4) | ||||||
Distributions to LLC Unit holders | (399) | 399 | |||||||
Foreign currency translation adjustment | (648) | (623) | (25) | ||||||
Ending balance (in shares) at Sep. 30, 2019 | 20,465,064 | 20,465,000 | 15 | 15 | |||||
Ending balance at Sep. 30, 2019 | $ 213,677 | $ 102,400 | $ (3,451) | $ 108,008 | $ 6,517 | $ 203 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Mar. 31, 2018 | |
Operating activities: | |||
Net income | $ 16,682 | $ 12,015 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Non-cash compensation expense | 677 | 476 | |
Non-cash compensation to directors | 207 | 71 | |
Depreciation | 3,097 | 1,863 | |
Amortization | 1,584 | 1,280 | |
Deferred income taxes | 1,454 | 1,032 | |
Other items, net | 696 | (6) | |
Change in operating assets and liabilities: | |||
Trade receivables | 4,817 | 1,771 | |
Inventories | (7,626) | (8,599) | |
Prepaid expenses and other assets | (1,728) | (325) | |
Accounts payable | 8,378 | 3,839 | |
Income taxes payable | 1,979 | 1,250 | |
Accrued expenses | (2,029) | (1,516) | |
Other liabilities | (475) | 33 | |
Net cash provided by operating activities | 27,713 | 13,184 | |
Investing activities: | |||
Purchases of property, plant and equipment | (10,704) | (2,190) | |
Net cash used in investing activities | (10,704) | (2,190) | |
Financing activities: | |||
Proceeds received from exercise of stock option | 0 | 672 | |
Cash paid for withholding taxes on vested restricted stock | (239) | (526) | |
Distributions to LLC Unit holders | (568) | (556) | |
Repurchase and retirement of common stock | 11,123 | $ 0 | |
Net cash provided by financing activities | (11,930) | (410) | |
Effect of exchange rate changes on cash | (126) | (38) | |
Changes in cash | 4,953 | 10,546 | |
Cash—Beginning of period | 27,392 | 61,623 | |
Cash—End of period | 32,345 | 72,169 | |
Supplemental cash flow information: | |||
Cash paid for interest | 1,169 | 1,153 | |
Cash paid for income taxes | $ 597 | $ 1,016 |
Organization, Basis of Presenta
Organization, Basis of Presentation, and Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation, and Summary of Significant Accounting Policies | Organization, Basis of Presentation, and Summary of Significant Accounting Policies Organization Malibu Boats, Inc. (together with its subsidiaries, the “Company” or "Malibu"), a Delaware corporation formed on November 1, 2013, is the sole managing member of Malibu Boats Holdings, LLC, a Delaware limited liability company (the "LLC"). The Company operates and controls all of the LLC's business and affairs and, therefore, pursuant to Financial Accounting Standards Board ("FASB") Accounting Standards Codification (“ASC”) Topic 810, Consolidation , consolidates the financial results of the LLC and its subsidiaries, and records a non-controlling interest for the economic interest in the Company held by the non-controlling holders of units in the LLC ("LLC Units"). Malibu Boats Holdings, LLC was formed in 2006 with Malibu's acquisition by an investor group, including affiliates of Black Canyon Capital LLC, Horizon Holdings, LLC and then-current management. The LLC, through its wholly owned subsidiary, Malibu Boats, LLC, is engaged in the design, engineering, manufacturing and marketing of innovative, high-quality, recreational powerboats that are sold through a world-wide network of independent dealers. On July 6, 2017, the Company acquired all outstanding units of Cobalt Boats, LLC (“Cobalt”) further expanding the Company's product offering across a broader segment of the recreational boating industry including performance sport boats, sterndrive and outboard boats. As a result of the acquisition, the Company consolidates the financial results of Cobalt. On October 15, 2018, the Company's subsidiary Malibu Boats, LLC, purchased the assets of Pursuit Boats ("Pursuit") from S2 Yachts, Inc., expanding the Company's product offering into the fiberglass outboard fishing boat market. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim condensed financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and disclosures of results of operations, financial position and changes in cash flow in conformity with GAAP for complete financial statements. Such statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Malibu Boats, Inc. and subsidiaries for the year ended June 30, 2019, included in the Company's Annual Report on Form 10-K. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements reflect all adjustments considered necessary to present fairly the Company’s financial position at September 30, 2019 , and the results of its operations for the three month periods ended September 30, 2019 and September 30, 2018 , and its cash flows for the three month periods ended September 30, 2019 and September 30, 2018 . Operating results for the three months ended September 30, 2019 , are not necessarily indicative of the results that may be expected for the full year ending June 30, 2020 . Certain reclassifications have been made to the prior period presentation to conform to the current period presentation. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted. Segment Information During the three months ended September 30, 2019, the Company revised its segment reporting to conform to changes in its internal management reporting based on the Company’s boat manufacturing operations. Segment information has been revised for comparison purposes for all periods presented in the condensed consolidated financial statements. The Company previously had four reportable segments, Malibu U.S., Malibu Australia, Cobalt and Pursuit. Beginning with the three months ended September 30, 2019, the Company is aggregating Malibu U.S. and Malibu Australia into one reportable segment as they have similar economic characteristics and qualitative factors and as a result has three reportable segments, Malibu, Cobalt and Pursuit. See Note 18 for revised segment information for the current and prior periods. Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation. Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (ASU) 2016‑02, Leases (Topic 842) . The amendments in this update create ASC Topic 842, Leases , and supersede the requirements in ASC Topic 840, Leases . ASC Topic 842 requires lessees to recognize on the balance sheet a right‑of‑use asset, representing its right to use the underlying asset for the lease term, and a lease liability for all leases with terms greater than 12 months. The guidance also requires qualitative and quantitative disclosures designed to assess the amount, timing, and uncertainty of cash flows arising from leases. The standard requires the use of a modified retrospective transition approach, which includes a number of optional practical expedients that entities may elect to apply. In June 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvement , which provides entities with an additional (optional) transition method to adopt the new lease standard. Under this new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. On July 1, 2019, the Company adopted the new leasing standard and all the related amendments. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The Company made an accounting policy election to not record leases with an initial term of 12 months or less on the balance sheet. The Company also elected the practical expedient to not separate non-lease components from the lease components to which they relate, and instead account for each separate lease and non-lease component associated with that lease component as a single lease component for all underlying asset classes. Accordingly, all payments associated with a lease contract are accounted for as lease cost. The adoption of ASC Topic 842 did not have a material impact on the Company’s consolidated results of operations, equity or cash flows as of the adoption date. Under the optional transition approach, comparative information was not restated, but will continue to be reported under the standards in effect for those periods. See Note 11 for further information regarding the Company’s leases. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , and in November 2018 issued a subsequent amendment, ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses . ASU 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. ASU 2016-13 will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. ASU 2018-19 will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope of this amendment that have the contractual right to receive cash. ASU 2016-13 is effective for fiscal years and interim periods beginning after December 15, 2019, and is effective for the Company’s fiscal year beginning July 1, 2020. The adoption of the ASU is not expected to have a material impact on the Company’s consolidated financial position, results of operations, equity or cash flows. There are no other new accounting pronouncements that are expected to have a significant impact on the Company's consolidated financial statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The following table disaggregates the Company's revenue by major product type and geography: Three Months Ended September 30, 2019 Malibu Cobalt Pursuit Consolidated Revenue by product: Boat and trailer sales $ 82,083 $ 49,300 $ 35,806 $ 167,189 Part and other sales 3,797 851 243 4,891 Total revenue $ 85,880 $ 50,151 $ 36,049 $ 172,080 Revenue by geography: North America $ 78,917 $ 48,758 $ 32,251 $ 159,926 International 6,963 1,393 3,798 12,154 Total revenue $ 85,880 $ 50,151 $ 36,049 $ 172,080 Three Months Ended September 30, 2018 Malibu Cobalt Pursuit Consolidated Revenue by product: Boat and trailer sales $ 71,911 $ 47,439 $ — $ 119,350 Part and other sales 3,312 821 — 4,133 Total revenue $ 75,223 $ 48,260 $ — $ 123,483 Revenue by geography: North America $ 67,858 $ 44,974 $ — $ 112,832 International 7,365 3,286 — 10,651 Total revenue $ 75,223 $ 48,260 $ — $ 123,483 Boat and Trailer Sales Consists of sales of boats and trailers to the Company's dealer network, net of sales returns, discounts, rebates and free flooring incentives. Boat and trailer sales also includes optional boat features. Sales returns consist of boats returned by dealers under our warranty program. Rebates, free flooring and discounts are incentives that the Company provides to its dealers based on sales of eligible products. Part and Other Sales Consists primarily of parts and accessories sales, royalty income and clothing sales. Parts and accessories sales include replacement and aftermarket boat parts and accessories sold to the Company's dealer network. Royalty income is earned from license agreements with various boat manufacturers, including Nautique, Chaparral, Mastercraft, and Tige related to the use of the Company's intellectual property. |
Non-controlling Interest
Non-controlling Interest | 3 Months Ended |
Sep. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interest | Non-controlling Interest The non-controlling interest on the unaudited interim condensed consolidated statement of operations and comprehensive income represents the portion of earnings attributable to the economic interest in the Company's subsidiary, Malibu Boats Holdings, LLC, held by the non-controlling LLC Unit holders. Non-controlling interest on the unaudited interim condensed consolidated balance sheets represents the portion of net assets of the Company attributable to the non-controlling LLC Unit holders, based on the portion of the LLC Units owned by such Unit holders. The ownership of Malibu Boats Holdings, LLC is summarized as follows: As of September 30, 2019 As of June 30, 2019 Units Ownership % Units Ownership % Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC 830,152 3.9 % 830,152 3.8 % Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC 20,465,064 96.1 % 20,852,640 96.2 % 21,295,216 100.0 % 21,682,792 100.0 % Issuance of Additional LLC Units Under the first amended and restated limited liability agreement of the LLC, as amended (the "LLC Agreement"), the Company is required to cause the LLC to issue additional LLC Units to the Company when the Company issues additional shares of Class A Common Stock. Other than in connection with the issuance of Class A Common Stock in connection with an equity incentive program, the Company must contribute to the LLC net proceeds and property, if any, received by the Company with respect to the issuance of such additional shares of Class A Common Stock. The Company must cause the LLC to issue a number of LLC Units equal to the number of shares of Class A Common Stock issued such that, at all times, the number of LLC Units held by the Company equals the number of outstanding shares of Class A Common Stock. During the three months ended September 30, 2019 , the Company caused the LLC to issue a total of 2,947 LLC Units to the Company in connection with (i) the Company's issuance of Class A Common Stock to a non-employee director for her services and (ii) the issuance of Class A Common Stock for the vesting of awards granted under the Malibu Boats, Inc. Long-Term Incentive Plan (the "Incentive Plan"). During the three months ended September 30, 2019 , 7,119 LLC Units were canceled in connection with the vesting of share-based equity awards to satisfy employee tax withholding requirements and the retirement of 7,119 treasury shares in accordance with the LLC Agreement. During the three months ended September 30, 2019 , 383,404 LLC Units were redeemed and canceled by the LLC in connection with the purchase and retirement of 383,404 treasury shares under the Company's stock repurchase program. Distributions and Other Payments to Non-controlling Unit Holders Distributions for Taxes As a limited liability company (treated as a partnership for income tax purposes), Malibu Boats Holdings, LLC does not incur significant federal, state or local income taxes, as these taxes are primarily the obligations of its members. As authorized by the LLC Agreement, the LLC is required to distribute cash, to the extent that the LLC has cash available, on a pro rata basis, to its members to the extent necessary to cover the members’ tax liabilities, if any, with respect to their share of LLC earnings. The LLC makes such tax distributions to its members based on an estimated tax rate and projections of taxable income. If the actual taxable income of the LLC multiplied by the estimated tax rate exceeds the tax distributions made in a calendar year, the LLC may make true-up distributions to its members, if cash or borrowings are available for such purposes. As of September 30, 2019 and June 30, 2019, tax distributions payable to non-controlling LLC Unit holders were $399 and $568 , respectively. During the three months ended September 30, 2019 and 2018 , tax distributions paid to the non-controlling LLC Unit holders were $568 and $556 , respectively. Other Distributions Pursuant to the LLC Agreement, the Company has the right to determine when distributions will be made to LLC members and the amount of any such distributions. If the Company authorizes a distribution, such distribution will be made to the members of the LLC (including the Company) pro rata in accordance with the percentages of their respective LLC units. |
Acquisitions
Acquisitions | 3 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Pursuit On October 15, 2018, the Company completed its acquisition of the assets of Pursuit. The aggregate purchase price for the transaction was $100,073 , funded with cash and borrowings under the Company's credit agreement. The aggregate purchase price was subject to certain adjustments, including customary adjustments for the amount of working capital in the business at the closing date. The Company accounted for the transaction in accordance with ASC Topic 805, Business Combinations . The total consideration given to the former owners of Pursuit has been allocated to the assets acquired and liabilities assumed based on estimates of fair value as of the date of the acquisition. The measurements of fair value were determined based upon estimates utilizing the assistance of third party valuation specialists. The following table summarizes the purchase price allocation based on the estimated fair values of the assets acquired and liabilities of Pursuit assumed at the acquisition date: Consideration: Cash consideration paid $ 100,073 Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value: Inventories $ 8,332 Other current assets 350 Property, plant and equipment 17,454 Identifiable intangible assets 57,900 Current liabilities (3,488 ) Fair value of assets acquired and liabilities assumed 80,548 Goodwill 19,525 Total purchase price $ 100,073 The fair value estimates for the Company's identifiable intangible assets acquired as part of the acquisition are as follows: Estimates of Fair Value Estimated Useful Life (in years) Definite-lived intangibles: Dealer relationships $ 25,400 20 Total definite-lived intangibles 25,400 Indefinite-lived intangible: Trade name 32,500 Total intangible assets $ 57,900 The value allocated to inventories reflects the estimated fair value of the acquired inventory based on the expected sales price of the inventory, less an estimated cost to complete and a reasonable profit margin. The fair value of the identifiable intangible assets were determined based on the following approaches: Dealer Relationships - The value associated with Pursuit's dealer relationships is attributed to its long standing dealer distribution network. The estimate of fair value assigned to this asset was determined using the income approach, which requires an estimate or forecast of the expected future cash flows from the dealer relationships through the application of the multi-period excess earnings approach. The estimated remaining useful life of dealer relationships is approximately twenty years . Trade Name - The value attributed to Pursuit's trade name was determined using a variation of the income approach called the relief from royalty method, which requires an estimate or forecast of the expected future cash flows. The trade name has an indefinite life. The fair value of the definite-lived intangible assets are being amortized using the straight-line method to general and administrative expenses over their estimated useful lives. Indefinite-lived intangible assets are not amortized, but instead are evaluated for potential impairment on an annual basis in accordance with the provisions of ASC Topic 350, Intangibles—Goodwill and Other . The weighted average useful life of identifiable definite-lived intangible assets acquired was 20 years. Goodwill of $19,525 arising from the acquisition consists of expected synergies and cost savings as well as intangible assets that do not qualify for separate recognition. The indefinite-lived intangible asset and goodwill acquired are expected to be deductible for income tax purposes. Acquisition-related costs of $1,293 , which were incurred by the Company in in the first quarter of fiscal year 2019 related to the Pursuit acquisition, were expensed in the period incurred, and are included in general and administrative expenses in the consolidated statement of operations and comprehensive income for the three months ended September 30, 2018. Pro Forma Financial Information (unaudited): The following unaudited pro forma consolidated results of operations for the three months ended September 30, 2019 and 2018, assumes that the acquisition of Pursuit occurred as of July 1, 2018. The unaudited interim pro forma financial information combines historical results of Malibu and Pursuit, with adjustments for depreciation and amortization attributable to preliminary fair value estimates on acquired tangible and intangible assets for the respective periods. Non-recurring pro forma adjustments associated with the fair value step up of inventory were included in the reported pro forma cost of sales and earnings. The unaudited interim pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal year 2019 or the results that may occur in the future: Three Months Ended September 30, 2019 2018 Net sales $ 172,080 $ 158,699 Net income 16,682 15,530 Net income attributable to Malibu Boats, Inc. 15,859 14,610 Basic earnings per share $ 0.76 $ 0.71 Diluted earnings per share $ 0.76 $ 0.71 |
Inventories
Inventories | 3 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories, net consisted of the following: As of September 30, 2019 As of June 30, 2019 Raw materials $ 50,852 $ 45,910 Work in progress 12,944 10,839 Finished goods 11,490 11,019 Total inventories $ 75,286 $ 67,768 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, net consisted of the following: As of September 30, 2019 As of June 30, 2019 Land $ 2,194 $ 2,194 Building and leasehold improvements 29,476 28,957 Machinery and equipment 48,941 46,618 Furniture and fixtures 6,850 6,734 Construction in process 17,079 9,764 104,540 94,267 Less: Accumulated depreciation (31,562 ) (28,511 ) Property, plant and equipment, net $ 72,978 $ 65,756 Depreciation expense was $3,097 and $1,863 for the three months ended September 30, 2019 and 2018 , respectively, substantially all of which was recorded in cost of sales. During the first quarter of fiscal 2019, the Company disposed of various molds for models not currently in production with zero net book value and historical costs of $3,285 . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill for the three months ended September 30, 2019 were as follows: Goodwill as of June 30, 2019 $ 51,404 Effect of foreign currency changes on goodwill (244 ) Goodwill as of September 30, 2019 $ 51,160 The components of other intangible assets were as follows: As of September 30, 2019 As of June 30, 2019 Estimated Useful Life (in years) Weighted Average Remaining Useful Life (in years) Definite-lived intangibles: Reacquired franchise rights $ 1,216 $ 1,264 5 0.1 Dealer relationships 111,253 111,339 8-20 18.0 Patent 3,986 3,986 12-15 12.8 Trade name 24,667 24,667 15 2.0 Non-compete agreement 47 49 10 5.1 Backlog 84 88 0.3 0.0 Total 141,253 141,393 Less: Accumulated amortization (60,338 ) (58,832 ) Total definite-lived intangible assets, net 80,915 82,561 Indefinite-lived intangible: Trade name 63,500 63,500 Total other intangible assets, net $ 144,415 $ 146,061 Amortization expense recognized on all amortizable intangibles was $1,584 and $1,280 for the three months ended September 30, 2019 and 2018 , respectively. The estimated future amortization of definite-lived intangible assets is as follows: Fiscal years ending June 30: Remainder of 2020 $ 4,545 2021 6,052 2022 4,551 2023 4,414 2024 4,414 Thereafter 56,939 $ 80,915 |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Sep. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consisted of the following: As of September 30, 2019 As of June 30, 2019 Warranties $ 25,034 $ 23,820 Dealer incentives 9,028 7,394 Accrued compensation 8,473 13,122 Current operating lease liabilities 1,978 — Accrued legal and professional fees 750 740 Accrued interest 110 161 Other accrued expenses 3,534 3,860 Total accrued expenses $ 48,907 $ 49,097 |
Product Warranties
Product Warranties | 3 Months Ended |
Sep. 30, 2019 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | Product Warranties Malibu and Axis brands have a limited warranty for a period up to five years for both Malibu and Axis brand boats. Prior to fiscal year 2016, the Company provided a limited warranty for a period of up to three years for its Malibu brand boats and two years for its Axis boats. For its Cobalt brand boats, the Company provides a structural warranty of up to ten years which covers the hull, deck joints, bulkheads, floor, transom, stringers, and motor mount. In addition, the Company provides a five year bow-to-stern warranty on all components manufactured or purchased (excluding hull and deck structural components), including canvas and upholstery. Gelcoat is covered up to three years for Cobalt and one year for Malibu and Axis. For Pursuit boats, the Company provides a limited warranty for a period of up to five years on structural components such as the hull, deck and defects in the gelcoat surface of the hull bottom. Some materials, components or parts of the boat that are not covered by the Company’s limited product warranties are separately warranted by their manufacturers or suppliers. These other warranties include warranties covering engines purchased from suppliers and other components. The Company provides a limited warranty of up to five years of five-hundred hours on engines that it manufactures for Malibu and Axis models. The Company’s standard warranties require the Company or its dealers to repair or replace defective products during such warranty period at no cost to the consumer. The Company estimates the costs that may be incurred under its limited warranty and records a liability for such costs at the time the product revenue is recognized. Factors that affect the Company’s warranty liability include the number of units sold, historical and anticipated rates of warranty claims and cost per claim. The Company assesses the adequacy of its recorded warranty liabilities by brand on a quarterly basis and adjusts the amounts as necessary. The Company utilizes historical claims trends and analytical tools to assist in determining the appropriate warranty liability. Changes in the Company’s product warranty liability, which is included in accrued expenses on the unaudited interim condensed consolidated balance sheets, were as follows: Three Months Ended September 30, 2019 2018 Beginning balance $ 23,820 $ 17,217 Add: Warranty expense 3,906 2,916 Less: Warranty claims paid (2,692 ) (2,134 ) Ending balance $ 25,034 $ 17,999 |
Financing
Financing | 3 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Financing | Financing Outstanding debt consisted of the following: As of September 30, 2019 As of June 30, 2019 Term loans $ 75,000 $ 75,000 Revolving credit loan 40,000 40,000 Less unamortized debt issuance costs (1,265 ) (1,367 ) Total debt 113,735 113,633 Less current maturities — — Long-term debt less current maturities $ 113,735 $ 113,633 Long-Term Debt The Company currently has a revolving credit facility with borrowing capacity of up to $120,000 and a $75,000 term loan outstanding. As of September 30, 2019, the Company had $40,000 outstanding under its revolving credit facility and $1,200 in outstanding letters of credit. The revolving credit facility matures on July 1, 2024 and the term loan matures on July 1, 2022. The revolving credit facility and term loan are governed by a credit agreement (the “Credit Agreement”) with Malibu Boats, LLC (“Boats LLC”) as the borrower and SunTrust Bank, as the administrative agent, swingline lender and issuing bank. The obligations of Boats LLC under the Credit Agreement are guaranteed by the LLC, and, subject to certain exceptions, the present and future domestic subsidiaries of Boats LLC, and all such obligations are secured by substantially all of the assets of the the LLC, Boats LLC and such subsidiary guarantors. Malibu Boats, Inc. is not a party to the Credit Agreement. Borrowings under the Credit Agreement bear interest at a rate equal to either, at the Company's option, (i) the highest of the prime rate, the Federal Funds Rate plus 0.5% , or one-month LIBOR plus 1% (the “Base Rate”) or (ii) LIBOR, in each case plus an applicable margin ranging from 1.25% to 2.25% with respect to LIBOR borrowings and 0.25% to 1.25% with respect to Base Rate borrowings. The applicable margin will be based upon the consolidated leverage ratio of the LLC and its subsidiaries calculated on a consolidated basis. As of September 30, 2019, the interest rate on the Company’s term loan and revolving credit facility was 3.27% . The Company is required to pay a commitment fee for the unused portion of the revolving credit facility which will range from 0.20% to 0.40% per annum, depending on the LLC’s and its subsidiaries’ consolidated leverage ratio. The Credit Agreement permits prepayment of the term loan without any penalties. On August 17, 2017 the Company made a voluntary principal payment on the term loan in the amount of $50,000 with a portion of the net proceeds from its equity offering completed on August 14, 2017. The Company exercised its option to apply the prepayment in forward order to principal installments on its term loan through December 31, 2021 and a portion of the principal installments due on March 31, 2022. As a result, the term loan is subject to a quarterly installment of approximately $3,000 on March 31, 2022 and the balance of the term loan is due on the scheduled maturity date of July 1, 2022. The Credit Agreement is also subject to prepayments from the net cash proceeds received by Boats LLC or any guarantors from certain asset sales and recovery events, subject to certain reinvestment rights, and from excess cash flow, subject to the terms and conditions of the Credit Agreement. As of September 30, 2019, the outstanding principal amount of the Company’s term loan and revolving credit facility was $115,000 . The Credit Agreement contains certain customary representations and warranties, and notice requirements for the occurrence of specific events such as the occurrence of any event of default, or pending or threatened litigation. The Credit Agreement also requires compliance with certain customary financial covenants, including a minimum ratio of EBITDA to fixed charges and a maximum ratio of total debt to EBITDA. The Credit Agreement contains certain restrictive covenants, which, among other things, place limits on certain activities of the loan parties under the Credit Agreement, such as the incurrence of additional indebtedness and additional liens on property and limit the future payment of dividends or distributions. For example, the Credit Agreement generally prohibits the LLC, Boats LLC and the subsidiary guarantors from paying dividends or making distributions, including to the Company. The credit facility permits, however, (i) distributions based on a member’s allocated taxable income, (ii) distributions to fund payments that are required under the LLC’s tax receivable agreement, (iii) purchase of stock or stock options of the LLC from former officers, directors or employees of loan parties or payments pursuant to stock option and other benefit plans up to $2,000 in any fiscal year, and (iv) share repurchase payments up to $35,000 in any fiscal year subject to one-year carry forward and compliance with other financial covenants. In addition, the LLC may make dividends and distributions of up to $10,000 in any fiscal year, subject to compliance with other financial covenants. In connection with entering into the Credit Agreement, the Company capitalized $2,074 in deferred financing costs during fiscal 2017. These costs, in addition to the unamortized balance related to costs associated with the Company's previous credit facility of $671 , are being amortized over the term of the Credit Agreement into interest expense using the effective interest method and presented as a direct offset to the total debt outstanding on the consolidated balance sheet. The Company used proceeds from an offering on August 24, 2017 to repay $50,000 on its term loan under the Credit Agreement and exercised its option to apply the prepayment to principal installments through December 31, 2021, and a portion of principal installments due on March 31, 2022. Accordingly, no principal payments are required under the Credit Agreement until March 31, 2022, and as such, all borrowings as of March 31, 2018 and June 30, 2017, are reflected as noncurrent. The $50,000 repayment resulted in a write off of deferred financing costs of $829 in fiscal year 2018, which was included in amortization expense on the consolidated statement of operations and comprehensive income. On May 8, 2019, the Company entered into the Second Incremental Facility Amendment and Second Amendment (the “Amendment”) to the Credit Agreement dated as of June 28, 2017. The Amendment converted $35,000 of the outstanding principal amount under the term loan to outstanding borrowings under the revolving credit facility, increased the borrowing capacity of the revolving credit facility by $35,000 and extended the maturity date of the revolving credit facility by two years to July 1, 2024. In connection with the Amendment, the Company wrote off $137 of deferred financing costs and capitalized an additional $370 of deferred financing cost related to insubstantial modification leaving an unamortized balance of $1,367 in deferred financing costs. These are being amortized into interest expense using the effective interest method and presented as a direct offset to the total debt outstanding on the consolidated balance sheet. Covenant Compliance As of September 30, 2019 , the Company was in compliance with the covenants contained in the Credit Agreement. Interest Rate Swap On July 1, 2015, the Company entered into a five year floating to fixed interest rate swap with an effective start date of July 1, 2015. The swap is based on a one-month LIBOR rate versus a 1.52% fixed rate on a notional value of $39,250 , which was equal to 50% of the outstanding balance of the term loan at the time of the swap arrangement. Under ASC Topic 815, Derivatives and Hedging, all derivative instruments are recorded on the unaudited interim condensed consolidated balance sheets at fair value as either short term or long term assets or liabilities based on their anticipated settlement date. Refer to Fair Value Measurements in Note 13. The Company has elected not to designate its interest rate swap as a hedge for accounting purposes; therefore, changes in the fair value of the derivative instrument are being recognized in earnings in the Company's unaudited interim condensed consolidated statements of operations and comprehensive income. For the three months ended September 30, 2019 and 2018 the Company recorded a loss of $38 and $3 , respectively, for the change in fair value of the interest rate swap, which is included in interest expense in the unaudited interim condensed consolidated statements of operations and comprehensive income. |
Leases
Leases | 3 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company leases certain manufacturing facilities, warehouses, office space, land, and equipment. The Company determines if a contract is a lease or contains an embedded lease at the inception of the agreement. The Company recorded right-of-use assets, included in other assets on the balance sheet, totaling $16,142 as of July 1, 2019. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company does not separate non-lease components from the lease components to which they relate, and instead accounts for each separate lease and non-lease component associated with that lease component as a single lease component for all underlying asset classes. The Company's lease liabilities do not include future lease payments related to options to extend or terminate lease agreements as it is not reasonably certain those options will be exercised. Lease expense recorded in the three-month period ended September 30, 2019 under ASC Topic 842 was not materially different from lease expense that would have been recorded under the previous lease accounting standard. Other information concerning the Company's operating leases accounted for under ASC Topic 842 is as follows (in thousands): Classification As of September 30, 2019 Assets Right-of-use assets Other assets $ 15,622 Liabilities Current operating lease liabilities Accrued expenses $ 1,978 Long-term operating lease liabilities Other liabilities 15,412 Total lease liabilities $ 17,390 Classification Three months ended September 30, 2019 Operating lease costs (1) Cost of sales $ 477 Selling, general and administrative 223 Sublease income Other income (expense) 10 Cash paid for amounts included in the measurement of operating lease liabilities Cash flows from operating activities 647 (1) Includes short-term leases, which are insignificant, and are not included in the lease liability. The lease liability for operating leases that contain variable escalating rental payments with scheduled increases that are based on the lesser of a stated percentage increase or the cumulative increase in an index, are determined using the stated percentage increase. The weighted average remaining lease term is 7.97 years. The weighted average discount rate determined based on the Company's incremental borrowing rate is 3.65% , as of September 30, 2019. Future annual minimum lease payments for the following fiscal years as of September 30, 2019 are as follows: Amount 2020 (nine months remaining) $ 1,932 2021 2,495 2022 2,358 2023 2,422 2024 2,563 2025 and thereafter 8,321 Total 20,091 Less imputed interest (2,701 ) Present value of lease liabilities $ 17,390 The following represents the Company's future minimum rental payments at June 30, 2019 for agreements classified as operating leases under ASC Topic 840: Amount 2020 $ 2,552 2021 2,541 2022 2,432 2023 2,489 2024 2,649 2025 and thereafter 8,577 Total $ 21,240 |
Tax Receivable Agreement Liabil
Tax Receivable Agreement Liability | 3 Months Ended |
Sep. 30, 2019 | |
Tax Receivable Agreement [Abstract] | |
Tax Receivable Agreement Liability | Tax Receivable Agreement Liability The Company has a tax receivable agreement with the pre-IPO owners of the LLC that provides for payment by the Company to the pre-IPO owners (or their permitted assignees) of 85 % of the amount of the benefits, if any, that the Company is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to the Company entering into the tax receivable agreement, including those attributable to payments under the tax receivable agreement. These contractual payment obligations are obligations of the Company and not of the LLC. The Company's tax receivable agreement liability was determined on an undiscounted basis in accordance with ASC Topic 450, Contingencies , since the contractual payment obligations were deemed to be probable and reasonably estimable. The tax receivable agreement further provides that, upon certain mergers, asset sales or other forms of business combinations or other changes of control, the Company (or its successor) would owe to the pre-IPO owners of the LLC a lump-sum payment equal to the present value of all forecasted future payments that would have otherwise been made under the tax receivable agreement that would be based on certain assumptions, including a deemed exchange of LLC Units and that the Company would have sufficient taxable income to fully utilize the deductions arising from the increased tax basis and other tax benefits related to entering into the tax receivable agreement. The Company also is entitled to terminate the tax receivable agreement, which, if terminated, would obligate the Company to make early termination payments to the pre-IPO owners of the LLC. In addition, a pre-IPO owner may elect to unilaterally terminate the tax receivable agreement with respect to such pre-IPO owner, which would obligate the Company to pay to such existing owner certain payments for tax benefits received through the taxable year of the election. For purposes of the tax receivable agreement, the benefit deemed realized by the Company will be computed by comparing the actual income tax liability of the Company (calculated with certain assumptions) to the amount of such taxes that the Company would have been required to pay had there been no increase to the tax basis of the assets of the LLC as a result of the purchases or exchanges, and had the Company not entered into the tax receivable agreement. The following table reflects the changes to the Company's tax receivable agreement liability: As of September 30, 2019 As of June 30, 2019 Payable pursuant to tax receivable agreement $ 53,754 $ 55,046 Additions (reductions) to tax receivable agreement: Exchange of LLC Units for Class A Common Stock — 2,676 Adjustment for change in estimated tax rate — (103 ) Payments under tax receivable agreement — (3,865 ) 53,754 53,754 Less current portion under tax receivable agreement (3,592 ) (3,592 ) Payable pursuant to tax receivable agreement, less current portion $ 50,162 $ 50,162 When estimating the expected tax rate to use in order to determine the tax benefit expected to be recognized from the Company’s increased tax basis as a result of exchanges of LLC Units by the pre-IPO owners of the LLC, the Company continuously monitors changes in its overall tax posture, including changes resulting from new legislation and changes as a result of new jurisdictions in which the Company is subject to tax. As of both September 30, 2019 and June 30, 2019, the Company had deferred tax assets of $110,545 associated with basis differences in assets upon acquiring an interest in Malibu Boats Holdings, LLC and pursuant to making an election under Section 754 of the Internal Revenue Code of 1986 (the "Internal Revenue Code"), as amended. The aggregate tax receivable agreement liability represents 85 % of the tax benefits that the Company expects to receive in connection with the Section 754 election. In accordance with the tax receivable agreement, the next annual payment is anticipated approximately 75 days after filing the federal tax return due by April 15, 2020. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements In determining the fair value of certain assets and liabilities, the Company employs a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. As defined in ASC Topic 820, Fair Value Measurements and Disclosures , fair value is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). Financial assets and financial liabilities recorded on the unaudited interim condensed consolidated balance sheets at fair value are categorized based on the reliability of inputs to the valuation techniques as follows: • Level 1—Financial assets and financial liabilities whose values are based on unadjusted quoted prices in active markets for identical assets. • Level 2—Financial assets and financial liabilities whose values are based on quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in non-active markets; or valuation models whose inputs are observable, directly or indirectly, for substantially the full term of the asset or liability. • Level 3—Financial assets and financial liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect the Company’s estimates of the assumptions that market participants would use in valuing the financial assets and financial liabilities. The hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Assets and liabilities that had recurring fair value measurements were as follows: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) As of September 30, 2019: Assets Interest rate swap not designated as cash flow hedge $ 30 $ — $ 30 $ — Total assets at fair value $ 30 $ — $ 30 $ — As of June 30, 2019: Assets Interest rate swap not designated as cash flow hedge $ 68 $ — $ 68 $ — Total assets at fair value $ 68 $ — $ 68 $ — Fair value measurements for the Company’s interest rate swap are classified under Level 2 because such measurements are based on significant other observable inputs. There were no transfers of assets or liabilities between Level 1 and Level 2 as of September 30, 2019 or June 30, 2019. The Company’s nonfinancial assets and liabilities that have nonrecurring fair value measurements include property, plant and equipment, goodwill and intangibles. In assessing the need for goodwill impairment, management relies on a number of factors, including operating results, business plans, economic projections, anticipated future cash flows, transactions and marketplace data. Accordingly, these fair value measurements fall in Level 3 of the fair value hierarchy. The Company generally uses projected cash flows, discounted as necessary, to estimate the fair values of property, plant and equipment and intangibles using key inputs such as management’s projections of cash flows on a held-and-used basis (if applicable), management’s projections of cash flows upon disposition and discount rates. Accordingly, these fair value measurements fall in Level 3 of the fair value hierarchy. These assets and certain liabilities are measured at fair value on a nonrecurring basis as part of the Company’s impairment assessments and as circumstances require. |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Malibu Boats, Inc. is taxed as a C corporation for U.S. income tax purposes and is therefore subject to both federal and state taxation at a corporate level. The LLC continues to operate in the United States as a partnership for U.S. federal income tax purposes. Income taxes are computed in accordance with ASC Topic 740, Income Taxes , and reflect the net tax effects of temporary differences between the financial reporting carrying amounts of assets and liabilities and the corresponding income tax amounts. The Company has deferred tax assets and liabilities and maintains valuation allowances where it is more likely than not that all or a portion of deferred tax assets will not be realized. To the extent the Company determines that it will not realize the benefit of some or all of its deferred tax assets, such deferred tax assets will be adjusted through the Company’s provision for income taxes in the period in which this determination is made. As of both September 30, 2019 and June 30, 2019, the Company maintained a total valuation allowance of $ 14,252 against deferred tax assets related to state net operating losses and future amortization deductions (with respect to the Section 754 election) that are reported in the Tennessee corporate tax return without offsetting income, which is taxable at the LLC. This also includes a valuation allowance in the amount of $761 related to foreign tax credit carryforward that is not expected to be utilized in the future. On December 22, 2017, the Tax Cuts and Jobs Act was enacted which, among a number of its provisions, lowered the U.S. corporate tax rate from 35% to 21% , effective January 1, 2018. The Company’s consolidated interim effective tax rate is based upon expected annual income from operations, statutory tax rates and tax laws in the various jurisdictions in which the Company operates. Significant or unusual items, including those related to the change in U.S. tax law noted above as well as other adjustments to accruals for tax uncertainties, are recognized in the quarter in which the related event occurs. For the three months ended September 30, 2019 and 2018 , the Company's effective tax rate was 22.5% and 23.0% , respectively. For the three months ended September 30, 2019 , the Company's effective tax rate exceeded the statutory federal income tax rate of 21% primarily due to the impact of U.S. state taxes. This increase was partially offset by the benefits of the foreign derived intangible income deduction, the research and development tax credit and the impact of non-controlling interests in the LLC. For the three months ended September 30, 2018 , the Company's effective tax rate exceeded the statutory federal income tax rate of 21% due to the impact of U.S. state taxes. This effect was partially offset by a windfall benefit generated by certain stock based compensation during the quarter and the impact of non-controlling interests in the LLC, a passthrough entity for U.S. federal tax purposes . |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company adopted a long term incentive plan which became effective on January 1, 2014, and reserves for issuance up to 1,700,000 shares of Malibu Boats, Inc. Class A Common Stock for the Company’s employees, consultants, members of its board of directors and other independent contractors at the discretion of the compensation committee. Incentive stock awards authorized under the Incentive Plan include unrestricted shares of Class A Common Stock, stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent awards and performance awards. As of September 30, 2019 , 860,091 shares remain available for future issuance under the long term incentive plan. The following is a summary of the changes in the Company's stock options for the three months ended September 30, 2019 : Shares Weighted Average Exercise Price/Share Total outstanding options as of June 30, 2019 185,473 $ 32.51 Options granted — — Options exercised — — Outstanding options as of September 30, 2019 185,473 32.51 Exercisable as of September 30, 2019 51,000 $ 31.07 The following is a summary of the changes in non-vested restricted stock units and restricted stock awards for the three months ended September 30, 2019 : Number of Restricted Stock Units and Restricted Stock Awards Outstanding Weighted Average Grant Date Fair Value Total Non-vested Restricted Stock Units and Restricted Stock Awards as of June 30, 2019 226,240 $ 29.64 Granted 1,411 38.85 Vested (33,667 ) (23.67 ) Forfeited — — Total Non-vested Restricted Stock Units and Restricted Stock Awards as of September 30, 2019 193,984 $ 30.75 Stock compensation expense attributable to the Company's share-based equity awards was $677 and $476 for the three months ended September 30, 2019 and 2018 , respectively, Stock compensation expense attributed to share-based equity awards issued under the Incentive Plan is recognized on a straight-line basis over the terms of the respective awards and is included in general and administrative expense in the Company's unaudited interim condensed consolidated statement of operations and comprehensive income. Awards vesting during the three months ended September 30, 2019, include 1,411 |
Net Earnings Per Share
Net Earnings Per Share | 3 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Earnings Per Share | Net Earnings Per Share Basic net income per share of Class A Common Stock is computed by dividing net income attributable to the Company's earnings by the weighted average number of shares of Class A Common Stock outstanding during the period. The weighted average number of shares of Class A Common Stock outstanding used in computing basic net income per share includes fully vested restricted stock units awarded to directors that are entitled to participate in distributions to common shareholders through receipt of additional units of equivalent value to the dividends paid to Class A Common Stock holders. Diluted net income per share of Class A Common Stock is computed similarly to basic net income per share except the weighted average shares outstanding are increased to include additional shares from the assumed exercise of any common stock equivalents using the treasury method, if dilutive. The Company’s LLC Units and non-qualified stock options are considered common stock equivalents for this purpose. The number of additional shares of Class A Common Stock related to these common stock equivalents and stock options are calculated using the treasury stock method. Basic and diluted net income per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts): Three Months Ended September 30, 2019 2018 Basic: Net income attributable to Malibu Boats, Inc. $ 15,859 $ 11,298 Shares used in computing basic net income per share: Weighted-average Class A Common Stock 20,635,978 20,464,056 Weighted-average participating restricted stock units convertible into Class A Common Stock 194,143 176,362 Basic weighted-average shares outstanding 20,830,121 20,640,418 Basic net income per share $ 0.76 $ 0.55 Diluted: Net income attributable to Malibu Boats, Inc. $ 15,859 $ 11,298 Shares used in computing diluted net income per share: Basic weighted-average shares outstanding 20,830,121 20,640,418 Restricted stock units granted to employees 98,620 107,030 Stock options granted to employees 2,905 Diluted weighted-average shares outstanding 1 20,928,741 20,750,353 Diluted net income per share $ 0.76 $ 0.54 1 The Company excluded 1,102,975 and 940,652 potentially dilutive shares from the calculation of diluted net income per share for the three months ended September 30, 2019 and 2018 , respectively, as these units would have been antidilutive. The shares of Class B Common Stock do not share in the earnings or losses of Malibu Boats, Inc. and are therefore not included in the calculation. Accordingly, basic and diluted net earnings per share of Class B Common Stock has not been presented. |
Commitment and Contingencies
Commitment and Contingencies | 3 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Repurchase Commitments In connection with its dealers’ wholesale floor plan financing of boats, the Company has entered into repurchase agreements with various lending institutions. The reserve methodology used to record an estimated expense and loss reserve in each accounting period is based upon an analysis of likely repurchases based on current field inventory and likelihood of repurchase. Subsequent to the inception of the repurchase commitment, the Company evaluates the likelihood of repurchase and adjusts the estimated loss reserve accordingly. When a potential loss reserve is recorded it is presented in accrued liabilities in the accompanying unaudited interim condensed consolidated balance sheet. If the Company were obligated to repurchase a significant number of units under any repurchase agreement, its business, operating results and financial condition could be adversely affected. The total amount financed under the floor financing programs with repurchase obligations was $211,325 and $239,315 as of September 30, 2019 and June 30, 2019, respectively. Repurchases and subsequent sales are recorded as a revenue transaction. The net difference between the repurchase price and the resale price is recorded against the loss reserve and presented in cost of sales in the accompanying unaudited interim condensed consolidated statements of operations and comprehensive income. The Company did not carry a reserve for repurchases as of September 30, 2019 and June 30, 2019. The Company has collateralized receivables financing arrangements with a third-party floor plan financing provider for European dealers. Under terms of these arrangements, the Company transfers the right to collect a trade receivable to the financing provider in exchange for cash but agrees to repurchase the receivable if the dealer defaults. Since the transfer of the receivable to the financing provider does not meet the conditions for a sale under ASC Topic 860, Transfers and Servicing, the Company continues to report the transferred trade receivable in other current assets with an offsetting balance recorded as a secured obligation in accrued expenses in the Company's unaudited condensed consolidated balance sheet. As of September 30, 2019 and June 30, 2019, the Company had financing receivables of $ 612 and $ 768 , respectively, recorded in other current assets and accrued expenses related to these arrangements. Contingencies Certain conditions may exist which could result in a loss, but which will only be resolved when future events occur. The Company, in consultation with its legal counsel, assesses such contingent liabilities, and such assessments inherently involve an exercise of judgment. If the assessment of a contingency indicates that it is probable that a loss has been incurred, the Company accrues for such contingent loss when it can be reasonably estimated. If the assessment indicates that a potentially material loss contingency is not probable but reasonably estimable, or is probable but cannot be estimated, the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed. If the assessment of a contingency deemed to be both probable and reasonably estimable involves a range of possible losses, the amount within the range that appears at the time to be a better estimate than any other amount within the range would be accrued. When no amount within the range is a better estimate than any other amount, the minimum amount in the range is accrued even though the minimum amount in the range is not necessarily the amount of loss that will be ultimately determined. Estimates of potential legal fees and other directly related costs associated with contingencies are not accrued but rather are expensed as incurred. Except as disclosed below under "Legal Proceedings," management does not believe there are any pending claims (asserted or unasserted) at September 30, 2019 (unaudited) or June 30, 2019 that may have a material adverse impact on the Company’s financial condition, results of operations or cash flows. Legal Proceedings On January 12, 2018, the Company filed suit against Skier’s Choice, Inc., or "Skier’s Choice," in the U.S. District Court for the Eastern District of Tennessee, seeking monetary and injunctive relief. The Company's complaint alleges Skier’s Choice’s infringement of three utility patents - U.S. Patent Nos. 9,260,161, 8,578,873, and 9,199,695 - related to wake surfing technology. Skier’s Choice denied liability arising from the causes of action alleged in the Company's complaint and filed counterclaims alleging invalidity of the asserted patents. On June 19, 2019, the Company filed a second action against Skier’s Choice in the U.S. District Court for the Eastern District of Tennessee, seeking monetary and injunctive relief. The Company’s complaint alleges Skier’s Choice’s surf systems on its Moomba and Supra lines of boats infringe U.S. Patent No. 10,322,777, a patent related to wake surfing technology. Skier’s Choice denied liability arising from the causes of action alleged in the Company's complaint and filed counterclaims alleging invalidity of the asserted patents. On June 27, 2019, Skier’s Choice filed a motion to consolidate these two actions, and to continue deadlines in the earlier case for six months, which the Company opposed. On August 22, 2019, the motion for consolidation was referred by Judge Thomas Varlan to Magistrate Judge Bruce Guyton, and the two cases were stayed pending resolution of that motion. The Company intends to vigorously pursue this litigation to enforce its rights in its patented technology and believes that Skier’s Choice’s counterclaims are without merit. |
Segment Information
Segment Information | 3 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information During the three months ended September 30, 2019, the Company revised its segment reporting to conform to changes in its internal management reporting based on the Company’s boat manufacturing operations. Segment information has been revised for comparison purposes for all periods presented in the condensed consolidated financial statements. The Company previously had four reportable segments, Malibu U.S., Malibu Australia, Cobalt and Pursuit. Beginning with the three months ended September 30, 2019, the Company is aggregating Malibu U.S. and Malibu Australia into one reportable segment as they have similar economic characteristics and qualitative factors and as a result has three reportable segments, Malibu, Cobalt and Pursuit. The Malibu segment participates in the manufacturing, distribution, marketing and sale of Malibu and Axis performance sports boats throughout the world. The Cobalt and Pursuit segments participate in the manufacturing, distribution, marketing and sale of Cobalt and Pursuit boats, respectively, throughout the world. The following tables present financial information for the Company’s reportable segments for the three months ended September 30, 2019 and 2018 , respectively, and the Company’s financial position at September 30, 2019 and June 30, 2019, respectively: Three Months Ended September 30, 2019 Malibu Cobalt Pursuit Total Net sales $ 85,880 $ 50,151 $ 36,049 $ 172,080 Income before provision for income taxes $ 11,461 $ 5,907 $ 4,158 $ 21,526 Three months ended September 30, 2018 Malibu Cobalt Pursuit Total Net sales $ 75,223 $ 48,260 $ — $ 123,483 Income before provision for income taxes $ 8,751 $ 6,847 $ — $ 15,598 As of September 30, 2019 As of June 30, 2019 Assets Malibu $ 200,241 $ 185,154 Cobalt 159,096 151,481 Pursuit 120,468 114,679 Total assets $ 479,805 $ 451,314 |
Organization, Basis of Presen_2
Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim condensed financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and disclosures of results of operations, financial position and changes in cash flow in conformity with GAAP for complete financial statements. Such statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Malibu Boats, Inc. and subsidiaries for the year ended June 30, 2019, included in the Company's Annual Report on Form 10-K. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements reflect all adjustments considered necessary to present fairly the Company’s financial position at September 30, 2019 , and the results of its operations for the three month periods ended September 30, 2019 and September 30, 2018 , and its cash flows for the three month periods ended September 30, 2019 and September 30, 2018 . Operating results for the three months ended September 30, 2019 , are not necessarily indicative of the results that may be expected for the full year ending June 30, 2020 . Certain reclassifications have been made to the prior period presentation to conform to the current period presentation. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted. |
Segment Information | Segment Information During the three months ended September 30, 2019, the Company revised its segment reporting to conform to changes in its internal management reporting based on the Company’s boat manufacturing operations. Segment information has been revised for comparison purposes for all periods presented in the condensed consolidated financial statements. The Company previously had four reportable segments, Malibu U.S., Malibu Australia, Cobalt and Pursuit. Beginning with the three months ended September 30, 2019, the Company is aggregating Malibu U.S. and Malibu Australia into one reportable segment as they have similar economic characteristics and qualitative factors and as a result has three |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (ASU) 2016‑02, Leases (Topic 842) . The amendments in this update create ASC Topic 842, Leases , and supersede the requirements in ASC Topic 840, Leases . ASC Topic 842 requires lessees to recognize on the balance sheet a right‑of‑use asset, representing its right to use the underlying asset for the lease term, and a lease liability for all leases with terms greater than 12 months. The guidance also requires qualitative and quantitative disclosures designed to assess the amount, timing, and uncertainty of cash flows arising from leases. The standard requires the use of a modified retrospective transition approach, which includes a number of optional practical expedients that entities may elect to apply. In June 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvement , which provides entities with an additional (optional) transition method to adopt the new lease standard. Under this new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. On July 1, 2019, the Company adopted the new leasing standard and all the related amendments. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The Company made an accounting policy election to not record leases with an initial term of 12 months or less on the balance sheet. The Company also elected the practical expedient to not separate non-lease components from the lease components to which they relate, and instead account for each separate lease and non-lease component associated with that lease component as a single lease component for all underlying asset classes. Accordingly, all payments associated with a lease contract are accounted for as lease cost. The adoption of ASC Topic 842 did not have a material impact on the Company’s consolidated results of operations, equity or cash flows as of the adoption date. Under the optional transition approach, comparative information was not restated, but will continue to be reported under the standards in effect for those periods. See Note 11 for further information regarding the Company’s leases. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , and in November 2018 issued a subsequent amendment, ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses . ASU 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. ASU 2016-13 will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. ASU 2018-19 will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope of this amendment that have the contractual right to receive cash. ASU 2016-13 is effective for fiscal years and interim periods beginning after December 15, 2019, and is effective for the Company’s fiscal year beginning July 1, 2020. The adoption of the ASU is not expected to have a material impact on the Company’s consolidated financial position, results of operations, equity or cash flows. There are no other new accounting pronouncements that are expected to have a significant impact on the Company's consolidated financial statements and related disclosures. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table disaggregates the Company's revenue by major product type and geography: Three Months Ended September 30, 2019 Malibu Cobalt Pursuit Consolidated Revenue by product: Boat and trailer sales $ 82,083 $ 49,300 $ 35,806 $ 167,189 Part and other sales 3,797 851 243 4,891 Total revenue $ 85,880 $ 50,151 $ 36,049 $ 172,080 Revenue by geography: North America $ 78,917 $ 48,758 $ 32,251 $ 159,926 International 6,963 1,393 3,798 12,154 Total revenue $ 85,880 $ 50,151 $ 36,049 $ 172,080 Three Months Ended September 30, 2018 Malibu Cobalt Pursuit Consolidated Revenue by product: Boat and trailer sales $ 71,911 $ 47,439 $ — $ 119,350 Part and other sales 3,312 821 — 4,133 Total revenue $ 75,223 $ 48,260 $ — $ 123,483 Revenue by geography: North America $ 67,858 $ 44,974 $ — $ 112,832 International 7,365 3,286 — 10,651 Total revenue $ 75,223 $ 48,260 $ — $ 123,483 |
Non-controlling Interest (Table
Non-controlling Interest (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interest | The ownership of Malibu Boats Holdings, LLC is summarized as follows: As of September 30, 2019 As of June 30, 2019 Units Ownership % Units Ownership % Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC 830,152 3.9 % 830,152 3.8 % Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC 20,465,064 96.1 % 20,852,640 96.2 % 21,295,216 100.0 % 21,682,792 100.0 % |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the purchase price allocation based on the estimated fair values of the assets acquired and liabilities of Pursuit assumed at the acquisition date: Consideration: Cash consideration paid $ 100,073 Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value: Inventories $ 8,332 Other current assets 350 Property, plant and equipment 17,454 Identifiable intangible assets 57,900 Current liabilities (3,488 ) Fair value of assets acquired and liabilities assumed 80,548 Goodwill 19,525 Total purchase price $ 100,073 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The fair value estimates for the Company's identifiable intangible assets acquired as part of the acquisition are as follows: Estimates of Fair Value Estimated Useful Life (in years) Definite-lived intangibles: Dealer relationships $ 25,400 20 Total definite-lived intangibles 25,400 Indefinite-lived intangible: Trade name 32,500 Total intangible assets $ 57,900 |
Business Acquisition, Pro Forma Information | The unaudited interim pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal year 2019 or the results that may occur in the future: Three Months Ended September 30, 2019 2018 Net sales $ 172,080 $ 158,699 Net income 16,682 15,530 Net income attributable to Malibu Boats, Inc. 15,859 14,610 Basic earnings per share $ 0.76 $ 0.71 Diluted earnings per share $ 0.76 $ 0.71 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories, net consisted of the following: As of September 30, 2019 As of June 30, 2019 Raw materials $ 50,852 $ 45,910 Work in progress 12,944 10,839 Finished goods 11,490 11,019 Total inventories $ 75,286 $ 67,768 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment, net consisted of the following: As of September 30, 2019 As of June 30, 2019 Land $ 2,194 $ 2,194 Building and leasehold improvements 29,476 28,957 Machinery and equipment 48,941 46,618 Furniture and fixtures 6,850 6,734 Construction in process 17,079 9,764 104,540 94,267 Less: Accumulated depreciation (31,562 ) (28,511 ) Property, plant and equipment, net $ 72,978 $ 65,756 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the three months ended September 30, 2019 were as follows: Goodwill as of June 30, 2019 $ 51,404 Effect of foreign currency changes on goodwill (244 ) Goodwill as of September 30, 2019 $ 51,160 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The components of other intangible assets were as follows: As of September 30, 2019 As of June 30, 2019 Estimated Useful Life (in years) Weighted Average Remaining Useful Life (in years) Definite-lived intangibles: Reacquired franchise rights $ 1,216 $ 1,264 5 0.1 Dealer relationships 111,253 111,339 8-20 18.0 Patent 3,986 3,986 12-15 12.8 Trade name 24,667 24,667 15 2.0 Non-compete agreement 47 49 10 5.1 Backlog 84 88 0.3 0.0 Total 141,253 141,393 Less: Accumulated amortization (60,338 ) (58,832 ) Total definite-lived intangible assets, net 80,915 82,561 Indefinite-lived intangible: Trade name 63,500 63,500 Total other intangible assets, net $ 144,415 $ 146,061 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization of definite-lived intangible assets is as follows: Fiscal years ending June 30: Remainder of 2020 $ 4,545 2021 6,052 2022 4,551 2023 4,414 2024 4,414 Thereafter 56,939 $ 80,915 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following: As of September 30, 2019 As of June 30, 2019 Warranties $ 25,034 $ 23,820 Dealer incentives 9,028 7,394 Accrued compensation 8,473 13,122 Current operating lease liabilities 1,978 — Accrued legal and professional fees 750 740 Accrued interest 110 161 Other accrued expenses 3,534 3,860 Total accrued expenses $ 48,907 $ 49,097 |
Product Warranties (Tables)
Product Warranties (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | Changes in the Company’s product warranty liability, which is included in accrued expenses on the unaudited interim condensed consolidated balance sheets, were as follows: Three Months Ended September 30, 2019 2018 Beginning balance $ 23,820 $ 17,217 Add: Warranty expense 3,906 2,916 Less: Warranty claims paid (2,692 ) (2,134 ) Ending balance $ 25,034 $ 17,999 |
Financing (Tables)
Financing (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Outstanding debt consisted of the following: As of September 30, 2019 As of June 30, 2019 Term loans $ 75,000 $ 75,000 Revolving credit loan 40,000 40,000 Less unamortized debt issuance costs (1,265 ) (1,367 ) Total debt 113,735 113,633 Less current maturities — — Long-term debt less current maturities $ 113,735 $ 113,633 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule of Assets And Liabilities, Lessee | Other information concerning the Company's operating leases accounted for under ASC Topic 842 is as follows (in thousands): Classification As of September 30, 2019 Assets Right-of-use assets Other assets $ 15,622 Liabilities Current operating lease liabilities Accrued expenses $ 1,978 Long-term operating lease liabilities Other liabilities 15,412 Total lease liabilities $ 17,390 |
Lease, Cost | Classification Three months ended September 30, 2019 Operating lease costs (1) Cost of sales $ 477 Selling, general and administrative 223 Sublease income Other income (expense) 10 Cash paid for amounts included in the measurement of operating lease liabilities Cash flows from operating activities 647 (1) Includes short-term leases, which are insignificant, and are not included in the lease liability. |
Lessee, Operating Lease, Liability, Maturity | Future annual minimum lease payments for the following fiscal years as of September 30, 2019 are as follows: Amount 2020 (nine months remaining) $ 1,932 2021 2,495 2022 2,358 2023 2,422 2024 2,563 2025 and thereafter 8,321 Total 20,091 Less imputed interest (2,701 ) Present value of lease liabilities $ 17,390 |
Schedule of Future Minimum Rental Payments for Operating Leases | The following represents the Company's future minimum rental payments at June 30, 2019 for agreements classified as operating leases under ASC Topic 840: Amount 2020 $ 2,552 2021 2,541 2022 2,432 2023 2,489 2024 2,649 2025 and thereafter 8,577 Total $ 21,240 |
Tax Receivable Agreement Liab_2
Tax Receivable Agreement Liability (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Tax Receivable Agreement [Abstract] | |
Tax Receivable Agreement Liability | The following table reflects the changes to the Company's tax receivable agreement liability: As of September 30, 2019 As of June 30, 2019 Payable pursuant to tax receivable agreement $ 53,754 $ 55,046 Additions (reductions) to tax receivable agreement: Exchange of LLC Units for Class A Common Stock — 2,676 Adjustment for change in estimated tax rate — (103 ) Payments under tax receivable agreement — (3,865 ) 53,754 53,754 Less current portion under tax receivable agreement (3,592 ) (3,592 ) Payable pursuant to tax receivable agreement, less current portion $ 50,162 $ 50,162 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities on Recurring Basis | Assets and liabilities that had recurring fair value measurements were as follows: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) As of September 30, 2019: Assets Interest rate swap not designated as cash flow hedge $ 30 $ — $ 30 $ — Total assets at fair value $ 30 $ — $ 30 $ — As of June 30, 2019: Assets Interest rate swap not designated as cash flow hedge $ 68 $ — $ 68 $ — Total assets at fair value $ 68 $ — $ 68 $ — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation, Stock Options, Activity | The following is a summary of the changes in the Company's stock options for the three months ended September 30, 2019 : Shares Weighted Average Exercise Price/Share Total outstanding options as of June 30, 2019 185,473 $ 32.51 Options granted — — Options exercised — — Outstanding options as of September 30, 2019 185,473 32.51 Exercisable as of September 30, 2019 51,000 $ 31.07 |
Schedule of Summary of the Changes in Non-vested Restricted | The following is a summary of the changes in non-vested restricted stock units and restricted stock awards for the three months ended September 30, 2019 : Number of Restricted Stock Units and Restricted Stock Awards Outstanding Weighted Average Grant Date Fair Value Total Non-vested Restricted Stock Units and Restricted Stock Awards as of June 30, 2019 226,240 $ 29.64 Granted 1,411 38.85 Vested (33,667 ) (23.67 ) Forfeited — — Total Non-vested Restricted Stock Units and Restricted Stock Awards as of September 30, 2019 193,984 $ 30.75 |
Net Earnings Per Share (Tables)
Net Earnings Per Share (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income Per Share | Basic and diluted net income per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts): Three Months Ended September 30, 2019 2018 Basic: Net income attributable to Malibu Boats, Inc. $ 15,859 $ 11,298 Shares used in computing basic net income per share: Weighted-average Class A Common Stock 20,635,978 20,464,056 Weighted-average participating restricted stock units convertible into Class A Common Stock 194,143 176,362 Basic weighted-average shares outstanding 20,830,121 20,640,418 Basic net income per share $ 0.76 $ 0.55 Diluted: Net income attributable to Malibu Boats, Inc. $ 15,859 $ 11,298 Shares used in computing diluted net income per share: Basic weighted-average shares outstanding 20,830,121 20,640,418 Restricted stock units granted to employees 98,620 107,030 Stock options granted to employees 2,905 Diluted weighted-average shares outstanding 1 20,928,741 20,750,353 Diluted net income per share $ 0.76 $ 0.54 1 The Company excluded 1,102,975 and 940,652 potentially dilutive shares from the calculation of diluted net income per share for the three months ended September 30, 2019 and 2018 , respectively, as these units would have been antidilutive. |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, By Segment | The following tables present financial information for the Company’s reportable segments for the three months ended September 30, 2019 and 2018 , respectively, and the Company’s financial position at September 30, 2019 and June 30, 2019, respectively: Three Months Ended September 30, 2019 Malibu Cobalt Pursuit Total Net sales $ 85,880 $ 50,151 $ 36,049 $ 172,080 Income before provision for income taxes $ 11,461 $ 5,907 $ 4,158 $ 21,526 Three months ended September 30, 2018 Malibu Cobalt Pursuit Total Net sales $ 75,223 $ 48,260 $ — $ 123,483 Income before provision for income taxes $ 8,751 $ 6,847 $ — $ 15,598 As of September 30, 2019 As of June 30, 2019 Assets Malibu $ 200,241 $ 185,154 Cobalt 159,096 151,481 Pursuit 120,468 114,679 Total assets $ 479,805 $ 451,314 |
Organization, Basis of Presen_3
Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Sep. 30, 2019segment | |
Malibu U.S., Malibu Australia, Cobalt and Pursuit | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Number of reportable segments | 4 |
Malibu U.S. And Malibu Australia | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Number of reportable segments | 1 |
Malibu, Cobalt And Pursuit | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Number of reportable segments | 3 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 172,080 | $ 123,483 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 159,926 | 112,832 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 12,154 | 10,651 |
Boat and trailer sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 167,189 | 119,350 |
Part and other sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 4,891 | 4,133 |
Malibu | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 85,880 | 75,223 |
Malibu | North America | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 78,917 | 67,858 |
Malibu | International | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 6,963 | 7,365 |
Malibu | Boat and trailer sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 82,083 | 71,911 |
Malibu | Part and other sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 3,797 | 3,312 |
Cobalt | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 50,151 | 48,260 |
Cobalt | North America | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 48,758 | 44,974 |
Cobalt | International | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 1,393 | 3,286 |
Cobalt | Boat and trailer sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 49,300 | 47,439 |
Cobalt | Part and other sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 851 | 821 |
Pursuit | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 36,049 | 0 |
Pursuit | North America | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 32,251 | 0 |
Pursuit | International | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 3,798 | 0 |
Pursuit | Boat and trailer sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 35,806 | 0 |
Pursuit | Part and other sales | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 243 | $ 0 |
Non-controlling Interest - Owne
Non-controlling Interest - Ownership (Details) - shares | Sep. 30, 2019 | Jun. 30, 2019 |
Class of Stock [Line Items] | ||
Units (in shares) | 21,295,216 | 21,682,792 |
Ownership percentage | 100.00% | 100.00% |
Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC | Malibu Boat LLC | ||
Class of Stock [Line Items] | ||
Units (in shares) | 830,152 | 830,152 |
Ownership percentage | 3.90% | 3.80% |
Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC | Parent Company | ||
Class of Stock [Line Items] | ||
Units (in shares) | 20,465,064 | 20,852,640 |
Ownership percentage | 96.10% | 96.20% |
Non-controlling Interest - Narr
Non-controlling Interest - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | |
Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC | |||
Noncontrolling Interest [Line Items] | |||
Tax distributions payable to non-controlling LLC Unit holders | $ 399 | $ 568 | |
Tax distributions paid to non-controlling LLC Unit holders | $ 568 | $ 556 | |
Class A Common Stock | |||
Noncontrolling Interest [Line Items] | |||
Issuance LLC Units (in shares) | 2,947 | ||
Treasury Stock, Common | |||
Noncontrolling Interest [Line Items] | |||
Treasury stock, shares, retired (in shares) | 7,119 | ||
Repurchase Agreements | |||
Noncontrolling Interest [Line Items] | |||
Treasury stock, shares, retired (in shares) | 383,404 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Oct. 15, 2018 | Sep. 30, 2019 | Jun. 30, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 51,160 | $ 51,404 | |
Pursuit | |||
Business Acquisition [Line Items] | |||
Fair value of total consideration transferred | $ 100,073 | ||
Goodwill | $ 19,525 | ||
Acquisition related costs | $ 1,293 | ||
Dealer relationships | Pursuit | |||
Business Acquisition [Line Items] | |||
Acquired finite-lived intangible assets, weighted average useful life | 20 years |
Acquisitions - Estimated fair v
Acquisitions - Estimated fair value of the assets acquired and liabilities (Details) - USD ($) $ in Thousands | Oct. 15, 2018 | Sep. 30, 2019 | Jun. 30, 2019 |
Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value: | |||
Goodwill | $ 51,160 | $ 51,404 | |
Pursuit | |||
Consideration: | |||
Cash consideration paid | $ 100,073 | ||
Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value: | |||
Inventories | 8,332 | ||
Other current assets | 350 | ||
Property, plant and equipment | 17,454 | ||
Identifiable intangible assets | 57,900 | ||
Current liabilities | (3,488) | ||
Fair value of assets acquired and liabilities assumed | 80,548 | ||
Goodwill | 19,525 | ||
Total purchase price | $ 100,073 |
Acquisitions - Intangible Asset
Acquisitions - Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Oct. 15, 2018 | Sep. 30, 2019 | Jun. 30, 2019 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Total intangible assets | $ 144,415 | $ 146,061 | |
Pursuit | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Definite-lived intangibles | $ 25,400 | ||
Indefinite-lived intangible | 32,500 | ||
Total intangible assets | 57,900 | ||
Pursuit | Dealer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Definite-lived intangibles | $ 25,400 | ||
Acquired finite-lived intangible assets, weighted average useful life | 20 years |
Acquisitions - Pro forma (Detai
Acquisitions - Pro forma (Details) - Pursuit - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition [Line Items] | ||
Net sales | $ 172,080 | $ 158,699 |
Net income | 16,682 | 15,530 |
Net income attributable to Malibu Boats, Inc. | $ 15,859 | $ 14,610 |
Basic earnings per share (in dollars per share) | $ 0.76 | $ 0.71 |
Diluted earnings per share (in dollars per share) | $ 0.76 | $ 0.71 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 50,852 | $ 45,910 |
Work in progress | 12,944 | 10,839 |
Finished goods | 11,490 | 11,019 |
Total inventories | $ 75,286 | $ 67,768 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property equipment, gross | $ 104,540 | $ 94,267 | |
Less: Accumulated depreciation | (31,562) | (28,511) | |
Property, plant and equipment, net | 72,978 | 65,756 | |
Depreciation expense | 3,097 | $ 1,863 | |
Historical cost | 3,285 | ||
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property equipment, gross | 2,194 | 2,194 | |
Building and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property equipment, gross | 29,476 | 28,957 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property equipment, gross | 48,941 | 46,618 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property equipment, gross | 6,850 | 6,734 | |
Construction in process | |||
Property, Plant and Equipment [Line Items] | |||
Property equipment, gross | $ 17,079 | $ 9,764 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2019USD ($) | |
Goodwill [Roll Forward] | |
Goodwill as of June 30, 2019 | $ 51,404 |
Effect of foreign currency changes on goodwill | (244) |
Goodwill as of September 30, 2019 | $ 51,160 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Jun. 30, 2019 | |
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 141,253 | $ 141,393 |
Less: Accumulated amortization | (60,338) | (58,832) |
Total definite-lived intangible assets, net | 80,915 | 82,561 |
Indefinite-lived intangible | 63,500 | 63,500 |
Total other intangible assets, net | 144,415 | 146,061 |
Reacquired franchise rights | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 1,216 | 1,264 |
Estimated Useful Life (in years) | 5 years | |
Weighted Average Remaining Useful Life (in years) | 1 month 6 days | |
Dealer relationships | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 111,253 | 111,339 |
Weighted Average Remaining Useful Life (in years) | 18 years | |
Patent | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 3,986 | 3,986 |
Weighted Average Remaining Useful Life (in years) | 12 years 9 months 18 days | |
Trade name | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 24,667 | 24,667 |
Estimated Useful Life (in years) | 15 years | |
Weighted Average Remaining Useful Life (in years) | 2 years | |
Non-compete agreement | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 47 | 49 |
Estimated Useful Life (in years) | 10 years | |
Weighted Average Remaining Useful Life (in years) | 5 years 1 month 6 days | |
Backlog | ||
Goodwill [Line Items] | ||
Gross Carrying Amount | $ 84 | $ 88 |
Estimated Useful Life (in years) | 9 days | |
Weighted Average Remaining Useful Life (in years) | 0 years | |
Minimum | Dealer relationships | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 8 years | |
Minimum | Patent | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 12 years | |
Maximum | Dealer relationships | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 20 years | |
Maximum | Patent | ||
Goodwill [Line Items] | ||
Estimated Useful Life (in years) | 15 years |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 1,584 | $ 1,280 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Future Amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2020 | $ 4,545 | |
2020 | 6,052 | |
2021 | 4,551 | |
2022 | 4,414 | |
2023 | 4,414 | |
Thereafter | 56,939 | |
Total definite-lived intangible assets, net | $ 80,915 | $ 82,561 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Payables and Accruals [Abstract] | ||
Warranties | $ 25,034 | $ 23,820 |
Dealer incentives | 9,028 | 7,394 |
Accrued compensation | 8,473 | 13,122 |
Current operating lease liabilities | 1,978 | 0 |
Accrued legal and professional fees | 750 | 740 |
Accrued interest | 110 | 161 |
Other accrued expenses | 3,534 | 3,860 |
Total accrued expenses | $ 48,907 | $ 49,097 |
Product Warranties (Details)
Product Warranties (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2016 | Jun. 30, 2015 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Beginning balance | $ 23,820 | $ 17,217 | ||
Add: Warranty expense | 3,906 | 2,916 | ||
Less: Warranty claims paid | (2,692) | (2,134) | ||
Ending balance | $ 25,034 | $ 17,999 | ||
Malibu Brand Boats | ||||
Product Warranty Liability [Line Items] | ||||
Standard product warranty, period (up to) | 3 years | |||
Axis Boats | ||||
Product Warranty Liability [Line Items] | ||||
Standard product warranty, period (up to) | 2 years | |||
Cobalt | ||||
Product Warranty Liability [Line Items] | ||||
Structural warranty, period (up to) | 10 years | |||
Pursuit | ||||
Product Warranty Liability [Line Items] | ||||
Bow-to-stern warranty on all components | 5 years | |||
Malibu and Axis Brand Boats | ||||
Product Warranty Liability [Line Items] | ||||
Standard product warranty, period (up to) | 5 years |
Financing - Outstanding Debt (D
Financing - Outstanding Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Debt Disclosure [Abstract] | ||
Term loans | $ 75,000 | $ 75,000 |
Revolving credit loan | 40,000 | 40,000 |
Less unamortized debt issuance costs | (1,265) | (1,367) |
Total debt | 113,735 | 113,633 |
Less current maturities | 0 | 0 |
Long-term debt less current maturities | $ 113,735 | $ 113,633 |
Financing - Narrative (Details)
Financing - Narrative (Details) - USD ($) | Mar. 31, 2022 | May 08, 2019 | Aug. 24, 2017 | Aug. 17, 2017 | Jul. 01, 2015 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2017 |
Line of Credit Facility [Line Items] | ||||||||||
Long-term debt | $ 113,735,000 | $ 113,633,000 | ||||||||
Term loans | 75,000,000 | 75,000,000 | ||||||||
Debt issuance costs | 1,265,000 | $ 1,367,000 | ||||||||
Derivative, term of contract | 5 years | |||||||||
Fixed quarterly interest rate | 1.52% | |||||||||
Derivative notional amount | $ 39,250,000 | |||||||||
Outstanding balance, percent (equal to) | 50.00% | |||||||||
Derivative, loss on derivative | 38,000 | $ 3,000 | ||||||||
Credit Agreement | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | 120,000,000 | |||||||||
Long-term debt | 75,000,000 | |||||||||
Outstanding letters of credit | 1,200,000 | |||||||||
Purchase of stock (up to) | 2,000,000 | |||||||||
Share repurchase (up to) | 35,000,000 | |||||||||
Dividend and distributions (up to) | 10,000,000 | |||||||||
Deferred finance costs | $ 2,074,000 | |||||||||
Debt issuance costs | 671,000 | |||||||||
Credit Agreement | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Available borrowing capacity | $ 40,000,000 | |||||||||
Interest rate, stated percentage | 3.27% | |||||||||
Credit Agreement | Long-term Debt | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Repayments of debt | $ 50,000,000 | |||||||||
Credit Agreement | Federal Funds | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||||||
Credit Agreement | Base Rate | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 1.00% | |||||||||
Credit Agreement | Minimum | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.20% | |||||||||
Credit Agreement | Minimum | Base Rate | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 0.25% | |||||||||
Credit Agreement | Minimum | LIBOR | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 1.25% | |||||||||
Credit Agreement | Maximum | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.40% | |||||||||
Credit Agreement | Maximum | Base Rate | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 1.25% | |||||||||
Credit Agreement | Maximum | LIBOR | Revolving Credit Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||||
Long-term Debt | Credit Agreement | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Repayments of debt | $ 50,000,000 | |||||||||
Term loans | $ 115,000,000 | |||||||||
Write off of deferred debt issuance cost | $ 829,000 | |||||||||
Long-term Debt | Amendment | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Maximum borrowing capacity | $ 35,000,000 | |||||||||
Deferred finance costs | 1,367,000 | |||||||||
Write off of deferred debt issuance cost | $ 137,000 | |||||||||
Debt instrument, term | 2 years | |||||||||
Deferred financing costs capitalized | $ 370,000 | |||||||||
Forecast | Long-term Debt | Credit Agreement | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt instrument, periodic payment | $ 3,000,000 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jul. 01, 2019 |
Leases [Abstract] | ||
Operating lease, right-of-use asset | $ 15,622 | $ 16,142 |
Weighted average discount rate, percent | 3.65% | |
Weighted average remaining lease term | 7 years 11 months 19 days |
Tax Receivable Agreement Liab_3
Tax Receivable Agreement Liability - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Jun. 30, 2019 | |
Tax Receivable Agreement [Abstract] | ||
Tax receivable agreement, percentage of realized cash saving in tax to pass through | 85.00% | |
Investment in subsidiaries | $ 110,545 | $ 110,545 |
Period of next annual payment | 75 days |
Leases - Schedule of Expense, A
Leases - Schedule of Expense, Assets and Liabilities, Lessee (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2019 | Jul. 01, 2019 | Jun. 30, 2019 | |
Assets | |||
Right-of-use assets | $ 15,622 | $ 16,142 | |
Liabilities | |||
Current operating lease liabilities | 1,978 | $ 0 | |
Long-term operating lease liabilities | 15,412 | ||
Total lease liabilities | 17,390 | ||
Other income (expense) | 10 | ||
Cash paid for amounts included in the measurement of operating lease liabilities | 647 | ||
Cost of sales | |||
Liabilities | |||
Operating lease costs | 477 | ||
Selling, general and administrative | |||
Liabilities | |||
Operating lease costs | $ 223 |
Tax Receivable Agreement Liab_4
Tax Receivable Agreement Liability - Schedule of Tax Agreement Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | |
Tax Receivable Agreement [Roll Forward] | |||
Payable pursuant to tax receivable agreement | $ 53,754 | $ 55,046 | |
Additions (reductions) to tax receivable agreement: | |||
Payments under tax receivable agreement | 0 | (3,865) | |
Payable pursuant to tax receivable agreement | 53,754 | 53,754 | |
Less current portion under tax receivable agreement | (3,592) | (3,592) | $ (3,592) |
Payable pursuant to tax receivable agreement, less current portion | 50,162 | 50,162 | $ 50,162 |
Exchange of LLC Units for Class A Shares | |||
Additions (reductions) to tax receivable agreement: | |||
Exchange of LLC Units for Class A Common Stock | 0 | 2,676 | |
Adjustment for change in estimated tax rate | $ 0 | $ (103) |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2020 (nine months remaining) | $ 1,932 | |
2021 | 2,495 | |
2022 | 2,358 | |
2023 | 2,422 | |
2024 | 2,563 | |
2025 and thereafter | 8,321 | |
Lessee, Operating Lease, Liability, Payments, Due | 20,091 | |
Less imputed interest | (2,701) | |
Present value of lease liabilities | $ 17,390 | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
2020 | $ 2,552 | |
2021 | 2,541 | |
2022 | 2,432 | |
2023 | 2,489 | |
2024 | 2,649 | |
2025 and thereafter | 8,577 | |
Total | $ 21,240 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Assets | ||
Interest rate swap not designated as cash flow hedge | $ 30 | $ 68 |
Total assets at fair value | 30 | 68 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Interest rate swap not designated as cash flow hedge | 0 | 0 |
Total assets at fair value | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Interest rate swap not designated as cash flow hedge | 30 | 68 |
Total assets at fair value | 30 | 68 |
Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Interest rate swap not designated as cash flow hedge | 0 | 0 |
Total assets at fair value | $ 0 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2017 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |||
Deferred tax assets, valuation allowance | $ 14,252 | $ 14,252 | |
Tax credit carryforwards, foreign | $ 761 | ||
Effective income tax rate reconciliation, percent | 22.50% | 23.00% |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2014 | |
Long-Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for issuance in the Long-Term Incentive Plan (in shares) | 1,700,000 | ||
Remaining shares available for future issuance (in shares) | 860,091 | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation expense | $ 677 | $ 476 | |
Restricted Stock | Non-Employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vested (in shares) | 1,411 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options (Details) | 3 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Shares | |
Total outstanding options at beginning of year (in shares) | shares | 185,473 |
Options granted (in shares) | shares | 0 |
Options exercised (in shares) | shares | 0 |
Outstanding options at end of period (in shares) | shares | 185,473 |
Price or range per share | |
Total outstanding options at beginning of year (in dollars per share) | $ / shares | $ 32.51 |
Options granted (in dollars per share) | $ / shares | 0 |
Options exercised (in dollars per share) | $ / shares | 0 |
Total outstanding options at end of year (in dollars per share) | $ / shares | $ 32.51 |
Exercisable at end of period (in shares) | shares | 51,000 |
Exercisable at end of period (in dollars per share) | $ / shares | $ 31.07 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Changes in Non-vested Restricted Shares (Details) - Restricted Stock Units and Restricted Stock Awards | 3 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Number of Restricted Stock Units and Restricted Stock Awards Outstanding | |
Total Non-vested Restricted Stock Units and Restricted Stock Awards (in shares) | shares | 226,240 |
Granted (in shares) | shares | 1,411 |
Vested (in shares) | shares | (33,667) |
Forfeited (in shares) | shares | 0 |
Total Non-vested Restricted Stock Units and Restricted Stock Awards (in shares) | shares | 193,984 |
Weighted Average Grant Date Fair Value | |
Total Non-vested Restricted Stock Units and Restricted Stock Awards (in dollars per share) | $ / shares | $ 29.64 |
Granted (in usd per share) | $ / shares | 38.85 |
Vested (in usd per share) | $ / shares | (23.67) |
Forfeited (in usd per share) | $ / shares | 0 |
Total Non-vested Restricted Stock Units and Restricted Stock Awards (in dollars per share) | $ / shares | $ 30.75 |
Net Earnings Per Share (Details
Net Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Basic: | ||
Net income attributable to Malibu Boats, Inc. | $ 15,859 | $ 11,298 |
Shares used in computing basic net income per share: | ||
Basic weighted-average shares outstanding (in shares) | 20,830,121 | 20,640,418 |
Basic net income (loss) per share (in dollars per share) | $ 0.76 | $ 0.55 |
Diluted: | ||
Net income attributable to Malibu Boats, Inc. | $ 15,859 | $ 11,298 |
Shares used in computing diluted net income per share: | ||
Basic weighted-average shares outstanding (in shares) | 20,830,121 | 20,640,418 |
Diluted weighted-average shares outstanding (in shares) | 20,928,741 | 20,750,353 |
Diluted net income per share (in dollars per share) | $ 0.76 | $ 0.54 |
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,102,975 | 940,652 |
Class A Common Stock | ||
Shares used in computing basic net income per share: | ||
Basic weighted-average shares outstanding (in shares) | 20,635,978 | 20,464,056 |
Shares used in computing diluted net income per share: | ||
Basic weighted-average shares outstanding (in shares) | 20,635,978 | 20,464,056 |
Restricted Stock | ||
Shares used in computing diluted net income per share: | ||
Restricted stock units granted to employees (in shares) | 98,620 | 107,030 |
Employee Stock Option | ||
Shares used in computing diluted net income per share: | ||
Restricted stock units granted to employees (in shares) | 2,905 | |
Fully Vested/Participating | Restricted Stock | ||
Shares used in computing basic net income per share: | ||
Basic weighted-average shares outstanding (in shares) | 194,143 | 176,362 |
Shares used in computing diluted net income per share: | ||
Basic weighted-average shares outstanding (in shares) | 194,143 | 176,362 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
Repurchase obligations | $ 211,325 | $ 239,315 |
Financing receivables | $ 612 | $ 768 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | Jun. 30, 2019USD ($) | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 172,080 | $ 123,483 | |
Income before provision for income taxes | 21,526 | 15,598 | |
Assets | $ 479,805 | $ 451,314 | |
Malibu U.S., Malibu Australia, Cobalt and Pursuit | |||
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 4 | ||
Malibu U.S. And Malibu Australia | |||
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 1 | ||
Malibu | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ 85,880 | 75,223 | |
Income before provision for income taxes | 11,461 | 8,751 | |
Cobalt | |||
Segment Reporting Information [Line Items] | |||
Net sales | 50,151 | 48,260 | |
Income before provision for income taxes | 5,907 | 6,847 | |
Pursuit | |||
Segment Reporting Information [Line Items] | |||
Net sales | 36,049 | 0 | |
Income before provision for income taxes | $ 4,158 | 0 | |
Malibu, Cobalt And Pursuit | |||
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 3 | ||
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ 172,080 | 123,483 | |
Operating Segments | Malibu | |||
Segment Reporting Information [Line Items] | |||
Net sales | 85,880 | 75,223 | |
Assets | 200,241 | 185,154 | |
Operating Segments | Cobalt | |||
Segment Reporting Information [Line Items] | |||
Net sales | 50,151 | 48,260 | |
Assets | 159,096 | 151,481 | |
Operating Segments | Pursuit | |||
Segment Reporting Information [Line Items] | |||
Net sales | 36,049 | $ 0 | |
Assets | $ 120,468 | $ 114,679 |
Uncategorized Items - mbuu-9302
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (1,703,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (1,703,000) |