MasterCraft Boat (MCFT) 10-Q 13 Nov 17 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Oct. 01, 2017	Nov. 06, 2017
Document and Entity Information
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Oct. 1, 2017
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q1
Entity Registrant Name	MCBC Holdings, Inc.
Entity Central Index Key	1,638,290
Current Fiscal Year End Date	--06-30
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		18,678,441

UNAUDITED CONDENSED CONSOLIDATE

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Oct. 01, 2017	Oct. 02, 2016
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
NET SALES	$ 65,049	$ 60,689
COST OF SALES	46,886	42,880
GROSS PROFIT	18,163	17,809
OPERATING EXPENSES:
Selling and marketing	2,737	2,054
General and administrative	4,335	4,093
Amortization of intangible assets	27	27
Total operating expenses	7,099	6,174
OPERATING INCOME	11,064	11,635
OTHER EXPENSE:
Interest expense	491	611
INCOME BEFORE INCOME TAX EXPENSE	10,573	11,024
INCOME TAX EXPENSE	3,527	4,041
NET INCOME	$ 7,046	$ 6,983
EARNINGS PER COMMON SHARE:
Basic (in dollars per share)	$ 0.38	$ 0.38
Diluted (in dollars per share)	$ 0.38	$ 0.38
WEIGHTED AVERAGE SHARES USED FOR COMPUTATION OF:
Basic earnings per share (in shares)	18,615,100	18,591,808
Diluted earnings per share (in shares)	18,686,626	18,592,603

UNAUDITED CONDENSED CONSOLIDAT3

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
CURRENT ASSETS:
Cash and cash equivalents	$ 12,680	$ 4,038
Accounts receivable — net of allowances of $112 and $82, respectively	6,705	3,500
Inventories, net	11,569	11,676
Prepaid expenses and other current assets	2,624	2,438
Total current assets	33,578	21,652
Property, plant and equipment - net	14,627	14,827
Intangible assets - net	16,616	16,643
Goodwill	29,593	29,593
Deferred debt issuance costs — net	451	481
Other	125	125
Total assets	94,990	83,321
CURRENT LIABILITIES
Accounts payable	15,678	11,008
Income tax payable	2,777	780
Accrued expenses and other current liabilities	20,368	21,410
Current portion of long term debt, net of unamortized debt issuance costs	4,182	3,687
Total current liabilities	43,005	36,885
Long-term debt, net of unamortized debt issuance costs ( Note 7)	29,376	30,790
Deferred income taxes	361	953
Unrecognized tax positions	3,220	2,932
Total liabilities	75,962	71,560
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value per share — authorized, 100,000,000 shares; issued and outstanding, 18,678,441 shares at October 1, 2017 and 18,637,445 shares at June 30, 2017	186	186
Additional paid-in capital	113,166	112,945
Accumulated deficit	(94,324)	(101,370)
Total stockholders' equity	19,028	11,761
Total liabilities and stockholders' equity	$ 94,990	$ 83,321

UNAUDITED CONDENSED CONSOLIDAT4

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
Allowance for doubtful accounts	$ 112	$ 82
Common stock, par value	$ 0.01	$ 0.01
Common stock, authorized shares	100,000,000	100,000,000
Common stock, issued shares	18,678,441	18,637,445
Common stock, outstanding shares	18,678,441	18,637,445

UNAUDITED CONDENSED CONSOLIDAT5

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) - 3 months ended Oct. 01, 2017 - USD ($) $ in Thousands	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance, beginning at Jun. 30, 2017	$ 186	$ 112,945	$ (101,370)	$ 11,761
Balance, beginning (in shares) at Jun. 30, 2017	18,637,445
Increase (decrease) in stockholders' equity
Equity-based compensation activity		221		221
Equity-based compensation activity (shares)	40,996
Net income			7,046	7,046
Balance, ending at Oct. 01, 2017	$ 186	$ 113,166	$ (94,324)	$ 19,028
Balance, ending (in shares) at Oct. 01, 2017	18,678,441

UNAUDITED CONDENSED CONSOLIDAT6

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Oct. 01, 2017	Oct. 02, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 7,046	$ 6,983
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	732	797
Inventory obsolescence reserve	130	210
Deferred issuance costs	87	94
Stock-based compensation	264	119
Unrecognized tax benefits	288	115
Deferred income taxes	(592)	1,230
Net provision for doubtful accounts	30	27
Changes in operating assets and liabilities:
Accounts receivable	(3,235)	(2,004)
Inventories	(23)	462
Prepaid expenses and other current assets	(186)	(898)
Income tax receivable		(248)
Accounts payable	4,670	(301)
Income tax payable	1,997	(860)
Accrued expenses and other current liabilities	(1,042)	(684)
Net cash provided by operating activities	10,166	5,042
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(505)	(455)
Net cash used in investing activities	(505)	(455)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments of costs directly associated with offerings		(72)
Cash paid for withholding taxes on vested stock	(43)
Principal payments on long-term debt	(976)	(1,250)
Payments on revolving line of credit		(3,126)
Net cash used in financing activities	(1,019)	(4,448)
NET CHANGE IN CASH AND CASH EQUIVALENTS	8,642	139
CASH AND CASH EQUIVALENTS — BEGINNING OF PERIOD	4,038	73
CASH AND CASH EQUIVALENTS — END OF PERIOD	12,680	212
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash payments for interest	373	592
Cash payments for income taxes	$ 1,831	$ 3,804

ORGANIZATION AND NATURE OF BUSI

ORGANIZATION AND NATURE OF BUSINESS	3 Months Ended
	Oct. 01, 2017
ORGANIZATION AND NATURE OF BUSINESS
ORGANIZATION AND NATURE OF BUSINESS	1. MCBC Holdings, Inc. (the “Company”) was formed on January 28, 2000, as a Delaware holding company that operates primarily through its wholly owned subsidiaries, MasterCraft Boat Company, LLC; MasterCraft Services, Inc.; MasterCraft Parts, Ltd.; and MasterCraft International Sales Administration, Inc. The Company and its subsidiaries collectively are referred to herein as the “Company”. The Company is a designer and manufacturer of premium inboard tournament ski boats and luxury performance V-drive runabouts under the MasterCraft brand. The Company also leases a parts warehouse in the United Kingdom to expedite service, primarily to dealers and customers in Europe.

BASIS OF PRESENTATION AND SIGNI

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Oct. 01, 2017
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES	2. The Company's fiscal year begins July 1 and ends June 30, with the interim quarterly reporting periods consisting of 13 weeks. Therefore, the quarter end will not always coincide with the date of the end of the calendar month. The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of the results of operations and statements of financial position for the interim periods presented. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for financial information have been condensed or omitted pursuant to such rules and regulations. The June 30, 2017 condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by U.S. GAAP for complete financial statements. However, management believes that the disclosures in these condensed consolidated financial statements are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company's consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2017. The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company's audited consolidated financial statements for the year ended June 30, 2017 and, in the opinion of management, reflect all adjustments considered necessary to present fairly the Company's financial position as of October 1, 2017 and results of its operations, and its cash flows for the three months ended October 1, 2017 and October 2, 2016 and statement of shareholders' equity for the three months ended October 1, 2017. All adjustments are of a normal recurring nature. Our interim operating results for the three months ended October 1, 2017 and October 2, 2016 are not necessarily indicative of the results to be expected in future operating quarters. There have been no changes in the Company's significant accounting policies or critical accounting estimates for the three months ended October 1, 2017 as compared with the significant accounting policies described in the Company's audited consolidated financial statements for the financial year ended June 30, 2017. New Accounting Pronouncements Issued But Not Yet Adopted —In February 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) . This guidance establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the impact this new guidance is expected to have on its financial position or results of operations and related disclosures. In May 2014, the FASB and International Accounting Standards Board jointly issued ASU 2014-09 , Revenue from Contracts with Customers (Topic 606) , which includes new principles-based accounting guidance for revenue recognition that will supersede virtually all existing revenue guidance. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. To achieve the core principle, the guidance establishes the following five steps: 1) identify the contract(s) with a customer, 2) identify the performance obligation in the contract, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue when (or as) the entity satisfies a performance obligation. The guidance also details the accounting treatment for costs to obtain or fulfill a contract. Lastly, disclosure requirements have been enhanced to provide sufficient information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In July 2015, the FASB announced that the implementation date would be delayed by one year. During 2016, the FASB issued certain amendments to clarify and improve the implementation of the guidance in ASU 2014-09. The effective date and transition requirements for these amendments and ASU 2014-09 are now for annual and interim periods beginning after December 15, 2017. The Company will adopt this guidance for our fiscal year beginning July 1, 2018. The Company is continuing to assess the potential effects of ASU 2014-09 on its consolidated financial statements, business processes, systems and controls. The Company plans to use the modified retrospective approach in applying the new standard. Based on the Company’s progress, it expects an impact from the new standard for dealers who are offered retail promotions which are currently recorded at the later of when the program has been communicated to the dealer or at the time of sale. Under the new standard, the Company expects these retail promotions to be recognized at the time of sale. As a result, the Company expects a change in the timing of recording retail promotions and rebates; however, it does not expect a change in the total amount of cumulative revenue recognized for each transaction. Any potential effect of adoption of this ASU has not yet been quantified. Additionally, the Company’s expectations may change as its implementation progresses. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The guidance clarifies the definition of a business that provides a two-step analysis in the determination of whether an acquisition or derecognition is a business or an asset. The update removes the evaluation of whether a market participant could replace any missing elements and provides a framework to assist entities in evaluating whether both an input and a substantive process are present. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods and early adoption is permitted for transactions that meet specified criteria. This guidance is to be applied on a prospective basis for transactions that occur after the effective date. In January 2017, the FASB issued ASU 2017-04 , Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This guidance eliminates Step 2 from the goodwill impairment test. Instead, an entity should recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2019. The Company is currently evaluating the effect that the adoption of this new guidance is expected to have on our financial position or results of operations and related disclosures. In May 2017, the FASB issued ASU 2017-09 , Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting. This guidance provides clarity and reduces complexity when applying the guidance in Topic 718, Compensation—Stock Compensation to a change to the term or condition of a share-based payment. ASU 2017-09 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company is currently evaluating the effect that the adoption of this new guidance is expected to have on our financial position or results of operations and related disclosures. New Accounting Pronouncements Issued And Adopted — In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . This ASU changes the measurement principle for inventories valued under the FIFO or weighted-average methods from the lower of cost or market to the lower of cost and net realizable value. Net realizable value is defined by the FASB as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This ASU is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods with early adoption permitted. The Company adopted the provisions of ASU 2015-11 on a prospective basis during the first quarter of fiscal year 2018. The adoption of this ASU did not have an impact on our financial position or results of operations and related disclosures. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718) : Improvements to Employee Share-Based Payment Accounting. This guidance identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. This ASU is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods with early adoption permitted. The Company adopted the provisions of ASU 2016-1 on a prospective basis during the first quarter of fiscal year 2018. The adoption of this ASU did not have an impact on our financial position or results of operations and related disclosures. There are no other recently issued accounting pronouncements that are expected to have a material impact on our financial position or results of operations and related disclosures.

INVENTORIES

INVENTORIES	3 Months Ended
	Oct. 01, 2017
INVENTORIES
INVENTORIES	3. Inventories consisted of the following: October 1, 2017 June 30, 2017 Raw materials and supplies $ 7,407 $ 7,164 Work in process 1,692 1,772 Finished goods 3,287 3,427 Obsolescence reserve (817) (687) Total inventories $ 11,569 $ 11,676

PREPAID EXPENSES AND OTHER CURR

PREPAID EXPENSES AND OTHER CURRENT ASSETS	3 Months Ended
	Oct. 01, 2017
PREPAID EXPENSES AND OTHER CURRENT ASSETS
PREPAID EXPENSES AND OTHER CURRENT ASSETS	4. Prepaid expenses and other current assets consisted of the following: October 1, 2017 June 30, 2017 Prepaid photo shoot $ 844 $ 497 Insurance 487 765 Trade show deposits 214 73 Other 1,079 1,103 Total prepaid expenses and other current assets $ 2,624 $ 2,438

ACCRUED EXPENSES AND OTHER CURR

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	3 Months Ended
	Oct. 01, 2017
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	5. Accrued expenses and other current liabilities consisted of the following: October 1, 2017 June 30, 2017 Warranty $ 12,483 $ 12,237 Self-insurance 696 763 Compensation and related accruals 1,348 1,691 Inventory repurchase contingent obligation 811 1,008 Interest 1,745 1,008 Dealer incentives 1,972 2,755 Other 1,313 1,948 Total accrued expenses and other current liabilities $ 20,368 $ 21,410 The following table provides a roll forward of the accrued warranty liability: Beginning balance - June 30, 2017 $ 12,237 Provisions 1,344 Payments made (1,098) Ending balance - October 1, 2017 $ 12,483

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Oct. 01, 2017
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	6. Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values: Level 1 — Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date. Level 2 — Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 — Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. When determining the fair value measurements for assets or liabilities required or permitted to be recorded at and/or marked to fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability. When possible, the Company looks to active and observable markets to price identical assets. When identical assets are not traded in active markets, the Company looks to market observable data for similar assets. The following tables summarize the basis used to measure certain financial assets and liabilities at fair value on a recurring basis in the consolidated balance sheets: October 1, 2017 Level 1 Level 2 Level 3 Asset — interest rate cap $ — $ 77 $ — June 30, 2017 Level 1 Level 2 Level 3 Asset — interest rate cap $ — $ 90 $ — The interest rate cap is valued utilizing pricing models taking into account inputs such as interest rates and notional amounts. Fair value measurements for the Company’s interest rate cap 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 during the three months ended October 1, 2017.

LONG-TERM DEBT

LONG-TERM DEBT	3 Months Ended
	Oct. 01, 2017
LONG-TERM DEBT
LONG-TERM DEBT	7. Long-term debt outstanding is as follows: October 1, 2017 June 30, 2017 Revolving credit facility $ — $ — Senior secured term loan 34,159 35,135 Debt issuance costs on term loan (601) (658) Total debt 33,558 34,477 Less current portion of long-term debt 4,392 3,904 Less current portion of debt issuance costs on term loan (210) (217) Long-term debt — less current portion $ 29,376 $ 30,790 In May 2016, the Company entered into a Second Amended and Restated Credit and Guaranty Agreement with Fifth Third Bank, as the agent and letter of credit issuer, and the lenders party thereto (the “Amended Credit Agreement”). The Amended Credit Agreement provided the Company with an $80,000 senior secured credit facility, consisting of a $50,000 term loan (the “Term Loan”) and a $30,000 revolving credit facility (the “Revolving Credit Facility”) and matures on May 26, 2021. As of October 1, 2017 and June 30, 2017, the Company had no borrowings outstanding on its Revolving Credit Facility. Availability under the Revolving Credit Facility is reduced by letters of credit. There were specified letters of credit outstanding of $250 at October 1, 2017 and June 30, 2017. As of October 1, 2017 and June 30, 2017, availability under the Revolving Credit Facility was $29,750 and $29,750, respectively, and unamortized deferred financing costs were $451 and $481, respectively. As of October 1, 2017 and June 30, 2017, the Company's total unamortized deferred financing costs were $1,052 and $1,139 respectively. These costs are being amortized over the term of the Amended Credit Agreement. As of October 1, 2017 the Company was in compliance with all of its debt covenants under its Term Loan and Revolving Credit Facility.

INCOME TAXES

INCOME TAXES	3 Months Ended
	Oct. 01, 2017
INCOME TAXES
INCOME TAXES	8. The Company’s provision for income taxes as a percentage of pretax earnings (“effective tax rate”) is based on a current estimate of the annual effective income tax rate adjusted to reflect the impact of discrete items. During the three months ended October 1, 2017 the effective tax rate was 33.4%. The rate was lower than the 35% statutory rate primarily due to a permanent benefit associated with the domestic production activities deduction, which was partially offset by the inclusion of the state tax rate in the overall effective rate.

EARNINGS PER SHARE

EARNINGS PER SHARE	3 Months Ended
	Oct. 01, 2017
EARNINGS PER SHARE
EARNINGS PER SHARE	9. The following table sets forth the computation of the Company’s earnings per share: Three Months Ended October 1, 2017 October 2, 2016 Net income $ 7,046 $ 6,983 Weighted average common shares — basic 18,615,100 18,591,808 Dilutive effect of assumed exercises of stock options 30,943 — Dilutive effect of assumed restricted share awards\units 40,583 795 Weighted average outstanding shares — diluted 18,686,626 18,592,603 Basic earnings per share $ 0.38 $ 0.38 Diluted earnings per share $ 0.38 $ 0.38 For the three months ended October 1, 2017, there were no anti-dilutive weighted average shares to be excluded from the computation of diluted earnings per share. For the three months ended October 2, 2016, the weighted average shares that were anti-dilutive, and therefore excluded from the computation of diluted earnings per share included options to purchase 122,640 shares of common stock.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
	Oct. 01, 2017
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION	10. During fiscal year ended June 30, 2015 the Company adopted the Amended and Restated MCBC Holdings, Inc. 2015 Incentive Award Plan (“2015 Plan”) in order to facilitate the grant of cash and equity incentives to non-employee directors, employees, and consultants of the Company and certain of its affiliates and to enable the Company and certain of its affiliates to obtain and retain the services of these individuals, which is essential to our long-term success. In July 2015, the Board amended and restated the Company's 2015 Plan which became effective just prior to the closing of the Company’s initial public offering to increase the shares available for issuance under the 2015 Plan. In July 2017, the Company granted to certain employees 23,932 shares of restricted stock awards (“RSAs”) under the 2015 Plan at a per share fair value of $19.34, which is the market value of the Company’s common stock on the grant date. The RSAs will vest in three equal annual installments. In addition, the Company granted 17,064 RSAs under the 2015 Plan to certain non-employee directors for their annual equity award at a per share fair value of $19.34. During the three months ended October 1, 2017 and October 1, 2016, the Company recognized $143 and $36, respectively in stock-based compensation expense from all outstanding RSAs. In July 2017, the Company granted 23,929 performance stock units (“PSUs”) under its 2015 Plan to certain employees at a per share fair value of $19.34, which is the market value of the Company’s common stock on the grant date. The awards will be earned based upon the Company’s attainment of certain performance criteria over a three-year period. The performance period for the awards are a three-year period commencing July 1, 2017 and ending June 30, 2020. Following the determination of the Company’s achievement with respect to the performance criteria, the amount of shares awarded will be subject to adjustment based upon the application of a total shareholder return (“TSR”) modifier. During the three months ended October 1, 2017 and October 1, 2016, the Company recognized $60 and $18, respectively in stock-based compensation expense from PSUs. In July 2015, the Company granted 137,786 non-qualified stock options (“NSOs”) to certain employees at an option price equal to the $15.00 per share of the Company’s common stock, which was the initial public offering price, which will vest in 25% increments annually on each of the first four anniversaries of the grant date. In June 2016, the Company reduced the exercise price of these options by $4.30 per share, which was the amount of the special cash dividend paid in June 2016. Therefore, the exercise price of the options is $10.70 per share. The other terms of the options remained unchanged. We estimated the grant date fair value of stock options using the Black-Scholes pricing model assuming a risk-free interest rate of 1.93%, an expected term of 6.25 years, no dividend yield and a volatility rate of 56.7%. The Company recognized from these NSOs $61 and $65 in stock-based compensation expense during the three months ended October 1, 2017 and October 1, 2016, respectively.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Oct. 01, 2017
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	11. NauticStar Acquisition On October 2, 2017, the Company completed the acquisition of NauticStar, LLC (the “Acquisition”). T he aggregate purchase price for the of $79,800. 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. A portion of the purchase price was deposited into an escrow account in order to secure certain post-closing obligations of the existing members (the “Sellers”). Due to the timing of the acquisition, the Company has not completed the valuation of assets acquired or liabilities assumed. Third Amended and Restated Credit Agreement On October 2, 2017, the Company and its wholly-owned subsidiaries (the “Borrowers”) entered into a Third Amended and Restated Credit and Guaranty Agreement by and among the Borrowers, the Company, as a guarantor, Fifth Third Bank, as the agent and letter of credit issuer, and the lenders party thereto (the “Third Amended Credit Agreement”), to become effective upon the closing of the Acquisition. The Third Amended Credit Agreement bears interest, at the Company’s option, at either the prime rate plus an applicable margin ranging from 0.75% to 1.75% or at an adjusted London Interbank Offered Rate (“LIBOR”) plus an applicable margin ranging from 1.75% to 2.75%, in each case based on the Company’s senior leverage ratio. Based on the Company’s current senior leverage ratio, the applicable margin for loans accruing interest at the prime rate is 1.25% and the applicable margin for loans accruing interest at LIBOR is 2.25%. In connection with the third Amended Credit Agreement, the Company paid $1,322 of related fees. The Third Term Loan will mature and all remaining amounts outstanding thereunder will be due and payable on October 2, 2022. On October 17, 2017, the Company made a voluntary $10.0 million Third Term Loan payment out of excess cash.

BASIS OF PRESENTATION AND SIG18

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Oct. 01, 2017
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Fiscal Period	The Company's fiscal year begins July 1 and ends June 30, with the interim quarterly reporting periods consisting of 13 weeks. Therefore, the quarter end will not always coincide with the date of the end of the calendar month.
Principles of Consolidation	The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of the results of operations and statements of financial position for the interim periods presented. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for financial information have been condensed or omitted pursuant to such rules and regulations. The June 30, 2017 condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by U.S. GAAP for complete financial statements. However, management believes that the disclosures in these condensed consolidated financial statements are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the Company's consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2017.
Basis of Accounting	The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company's audited consolidated financial statements for the year ended June 30, 2017 and, in the opinion of management, reflect all adjustments considered necessary to present fairly the Company's financial position as of October 1, 2017 and results of its operations, and its cash flows for the three months ended October 1, 2017 and October 2, 2016 and statement of shareholders' equity for the three months ended October 1, 2017. All adjustments are of a normal recurring nature. Our interim operating results for the three months ended October 1, 2017 and October 2, 2016 are not necessarily indicative of the results to be expected in future operating quarters.
New Accounting Pronouncements Issued But Not Yet Adopted	New Accounting Pronouncements Issued But Not Yet Adopted —In February 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) . This guidance establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the impact this new guidance is expected to have on its financial position or results of operations and related disclosures. In May 2014, the FASB and International Accounting Standards Board jointly issued ASU 2014-09 , Revenue from Contracts with Customers (Topic 606) , which includes new principles-based accounting guidance for revenue recognition that will supersede virtually all existing revenue guidance. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. To achieve the core principle, the guidance establishes the following five steps: 1) identify the contract(s) with a customer, 2) identify the performance obligation in the contract, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue when (or as) the entity satisfies a performance obligation. The guidance also details the accounting treatment for costs to obtain or fulfill a contract. Lastly, disclosure requirements have been enhanced to provide sufficient information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In July 2015, the FASB announced that the implementation date would be delayed by one year. During 2016, the FASB issued certain amendments to clarify and improve the implementation of the guidance in ASU 2014-09. The effective date and transition requirements for these amendments and ASU 2014-09 are now for annual and interim periods beginning after December 15, 2017. The Company will adopt this guidance for our fiscal year beginning July 1, 2018. The Company is continuing to assess the potential effects of ASU 2014-09 on its consolidated financial statements, business processes, systems and controls. The Company plans to use the modified retrospective approach in applying the new standard. Based on the Company’s progress, it expects an impact from the new standard for dealers who are offered retail promotions which are currently recorded at the later of when the program has been communicated to the dealer or at the time of sale. Under the new standard, the Company expects these retail promotions to be recognized at the time of sale. As a result, the Company expects a change in the timing of recording retail promotions and rebates; however, it does not expect a change in the total amount of cumulative revenue recognized for each transaction. Any potential effect of adoption of this ASU has not yet been quantified. Additionally, the Company’s expectations may change as its implementation progresses. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The guidance clarifies the definition of a business that provides a two-step analysis in the determination of whether an acquisition or derecognition is a business or an asset. The update removes the evaluation of whether a market participant could replace any missing elements and provides a framework to assist entities in evaluating whether both an input and a substantive process are present. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods and early adoption is permitted for transactions that meet specified criteria. This guidance is to be applied on a prospective basis for transactions that occur after the effective date. In January 2017, the FASB issued ASU 2017-04 , Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This guidance eliminates Step 2 from the goodwill impairment test. Instead, an entity should recognize an impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2019. The Company is currently evaluating the effect that the adoption of this new guidance is expected to have on our financial position or results of operations and related disclosures. In May 2017, the FASB issued ASU 2017-09 , Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting. This guidance provides clarity and reduces complexity when applying the guidance in Topic 718, Compensation—Stock Compensation to a change to the term or condition of a share-based payment. ASU 2017-09 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company is currently evaluating the effect that the adoption of this new guidance is expected to have on our financial position or results of operations and related disclosures. New Accounting Pronouncements Issued And Adopted — In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . This ASU changes the measurement principle for inventories valued under the FIFO or weighted-average methods from the lower of cost or market to the lower of cost and net realizable value. Net realizable value is defined by the FASB as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This ASU is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods with early adoption permitted. The Company adopted the provisions of ASU 2015-11 on a prospective basis during the first quarter of fiscal year 2018. The adoption of this ASU did not have an impact on our financial position or results of operations and related disclosures. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718) : Improvements to Employee Share-Based Payment Accounting. This guidance identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. This ASU is effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods with early adoption permitted. The Company adopted the provisions of ASU 2016-1 on a prospective basis during the first quarter of fiscal year 2018. The adoption of this ASU did not have an impact on our financial position or results of operations and related disclosures. There are no other recently issued accounting pronouncements that are expected to have a material impact on our financial position or results of operations and related disclosures.

INVENTORIES (Tables)

INVENTORIES (Tables)	3 Months Ended
	Oct. 01, 2017
INVENTORIES
Schedule of inventories	October 1, 2017 June 30, 2017 Raw materials and supplies $ 7,407 $ 7,164 Work in process 1,692 1,772 Finished goods 3,287 3,427 Obsolescence reserve (817) (687) Total inventories $ 11,569 $ 11,676

PREPAID EXPENSES AND OTHER CU20

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)	3 Months Ended
	Oct. 01, 2017
PREPAID EXPENSES AND OTHER CURRENT ASSETS
Schedule of prepaid expenses and other current assets	October 1, 2017 June 30, 2017 Prepaid photo shoot $ 844 $ 497 Insurance 487 765 Trade show deposits 214 73 Other 1,079 1,103 Total prepaid expenses and other current assets $ 2,624 $ 2,438

ACCRUED EXPENSES AND OTHER CU21

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)	3 Months Ended
	Oct. 01, 2017
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Schedule of accrued expenses and other current liabilities	October 1, 2017 June 30, 2017 Warranty $ 12,483 $ 12,237 Self-insurance 696 763 Compensation and related accruals 1,348 1,691 Inventory repurchase contingent obligation 811 1,008 Interest 1,745 1,008 Dealer incentives 1,972 2,755 Other 1,313 1,948 Total accrued expenses and other current liabilities $ 20,368 $ 21,410
Schedule of roll forward of the accrued warranty liability	Beginning balance - June 30, 2017 $ 12,237 Provisions 1,344 Payments made (1,098) Ending balance - October 1, 2017 $ 12,483

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Oct. 01, 2017
FAIR VALUE MEASUREMENTS
Assets measured at fair value on a recurring basis	October 1, 2017 Level 1 Level 2 Level 3 Asset — interest rate cap $ — $ 77 $ — June 30, 2017 Level 1 Level 2 Level 3 Asset — interest rate cap $ — $ 90 $ —

LONG-TERM DEBT (Tables)

LONG-TERM DEBT (Tables)	3 Months Ended
	Oct. 01, 2017
LONG-TERM DEBT
Schedule of long-term debt outstanding	October 1, 2017 June 30, 2017 Revolving credit facility $ — $ — Senior secured term loan 34,159 35,135 Debt issuance costs on term loan (601) (658) Total debt 33,558 34,477 Less current portion of long-term debt 4,392 3,904 Less current portion of debt issuance costs on term loan (210) (217) Long-term debt — less current portion $ 29,376 $ 30,790

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	3 Months Ended
	Oct. 01, 2017
EARNINGS PER SHARE
Factors used in the earnings per share computation	Three Months Ended October 1, 2017 October 2, 2016 Net income $ 7,046 $ 6,983 Weighted average common shares — basic 18,615,100 18,591,808 Dilutive effect of assumed exercises of stock options 30,943 — Dilutive effect of assumed restricted share awards\units 40,583 795 Weighted average outstanding shares — diluted 18,686,626 18,592,603 Basic earnings per share $ 0.38 $ 0.38 Diluted earnings per share $ 0.38 $ 0.38

BASIS OF PRESENTATION AND SIG25

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Interim Quarterly Reporting Periods (Details)	3 Months Ended
	Oct. 01, 2017
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Interim quarterly reporting periods	91 days

INVENTORIES - Components (Detai

INVENTORIES - Components (Details) - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
INVENTORIES
Raw materials and supplies	$ 7,407	$ 7,164
Work in process	1,692	1,772
Finished goods	3,287	3,427
Obsolescence reserve	(817)	(687)
Total inventories	$ 11,569	$ 11,676

PREPAID EXPENSES AND OTHER CU27

PREPAID EXPENSES AND OTHER CURRENT ASSETS - Components (Details) - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
PREPAID EXPENSES AND OTHER CURRENT ASSETS
Prepaid photo shoot	$ 844	$ 497
Insurance	487	765
Trade show deposits	214	73
Other	1,079	1,103
Total prepaid expenses and other current assets	$ 2,624	$ 2,438

ACCRUED EXPENSES AND OTHER CU28

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Components (Details) - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Warranty	$ 12,483	$ 12,237
Self-insurance	696	763
Compensation and related accruals	1,348	1,691
Inventory repurchase contingent obligation	811	1,008
Interest	1,745	1,008
Dealer incentives	1,972	2,755
Other	1,313	1,948
Total accrued expenses and other current liabilities	$ 20,368	$ 21,410

ACCRUED EXPENSES AND OTHER CU29

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Warranty Liability (Details) $ in Thousands	3 Months Ended
	Oct. 01, 2017USD ($)
Roll forward of the accrued warranty liability
Beginning balance	$ 12,237
Provisions	1,344
Payments made	(1,098)
Ending balance	$ 12,483

FAIR VALUE MEASUREMENTS - Asset

FAIR VALUE MEASUREMENTS - Assets and Liabilities at Fair Value (Details) - Recurring - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
Assets and liabilities measured at fair value
Transfers of assets between Level 1 and Level 2	$ 0
Transfers of liabilities between Level 1 and Level 2	0
Level 2 | Interest rate cap
Assets and liabilities measured at fair value
Asset	$ 77	$ 90

LONG-TERM DEBT - Components (De

LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017
Long-term debt
Long-term debt, net of unamortized debt issuance costs	$ 33,558	$ 34,477
Less current portion of long term debt	4,392	3,904
Long-term Debt - less current portion	29,376	30,790
Senior secured term loan
Long-term debt
Long-term debt	34,159	35,135
Debt issuance costs on term loan	(601)	(658)
Less current portion of debt issuance costs on term loan	$ (210)	$ (217)

LONG-TERM DEBT - Senior Secured

LONG-TERM DEBT - Senior Secured Credit Facility (Details) - USD ($) $ in Thousands	Oct. 01, 2017	Jun. 30, 2017	May 22, 2016
Long-term debt
Unamortized deferred financing costs	$ 451	$ 481
Amended Credit Agreement
Long-term debt
Maximum borrowing capacity			$ 80,000
Total unamortized deferred financing costs	1,052	1,139
Senior secured term loan
Long-term debt
Loan commitment			50,000
Revolving credit facility
Long-term debt
Maximum borrowing capacity			$ 30,000
Outstanding borrowings	0	0
Letters of credit outstanding	250	250
Net availability under facility	29,750	29,750
Unamortized deferred financing costs	$ 451	$ 481

INCOME TAXES (Details)

INCOME TAXES (Details)	3 Months Ended
	Oct. 01, 2017
INCOME TAXES
Effective tax rate	33.40%
Statutory income tax rate	35.00%

EARNINGS PER SHARE - Factors (D

EARNINGS PER SHARE - Factors (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Oct. 01, 2017	Oct. 02, 2016
Factors used in the earnings per share computation
Net income	$ 7,046	$ 6,983
Weighted average common shares - basic	18,615,100	18,591,808
Weighted average outstanding shares - diluted	18,686,626	18,592,603
Basic earnings per share (in dollars per share)	$ 0.38	$ 0.38
Diluted earnings per share (in dollars per share)	$ 0.38	$ 0.38
Stock options
Factors used in the earnings per share computation
Dilutive effect of assumed exercises of stock options and restricted share awards\units	30,943
Restricted stock awards
Factors used in the earnings per share computation
Dilutive effect of assumed exercises of stock options and restricted share awards\units	40,583	795

EARNINGS PER SHARE - Anti-dilut

EARNINGS PER SHARE - Anti-dilutive Securities (Details) - shares	3 Months Ended
	Oct. 01, 2017	Oct. 02, 2016
Stock options
Other disclosures
Anti-dilutive securities excluded from computation of earning per share	0	122,640

STOCK-BASED COMPENSATION - Perf

STOCK-BASED COMPENSATION - Performance Stock Awards (Details) - 2015 Plan - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended
	Jul. 30, 2017	Oct. 01, 2017	Oct. 02, 2016
Restricted stock awards
Stock-Based Compensation
Stock-based compensation		$ 143	$ 36
Performance stock units
Stock-Based Compensation
Stock-based compensation		$ 60	$ 18
Certain employees | Restricted stock awards
Stock-Based Compensation
Granted	23,932
Grant date market price	$ 19.34
Vesting period (in years)	3 years
Certain employees | Performance stock units
Stock-Based Compensation
Granted	23,929
Grant date market price	$ 19.34
Vesting period (in years)	3 years
Non-employee directors | Restricted stock awards
Stock-Based Compensation
Granted	17,064
Grant date market price	$ 19.34

STOCK-BASED COMPENSATION - Nonq

STOCK-BASED COMPENSATION - Nonqualified Options (Details) - Stock options - 2015 Plan - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended
	Jun. 30, 2016	Jul. 28, 2015	Oct. 01, 2017	Oct. 02, 2016
Stock-Based Compensation
Reduction in exercise price	$ 4.30
Adjusted exercise option price			$ 10.70
Certain employees
Stock-Based Compensation
Granted		137,786
Option price at grant date		$ 15
Stock-based compensation			$ 61	$ 65
Black-Scholes Pricing Model fair value assumptions
Risk-free interest rate (as a percent)			1.93%	1.93%
Expected term (in years)			6 years 3 months	6 years 3 months
Dividend yield (as a percent)			0.00%	0.00%
Volatility rate (as a percent)			56.70%	56.70%
Certain employees | 1st Anniversary
Stock-Based Compensation
Annual vesting percentage		25.00%
Certain employees | 2nd Anniversary
Stock-Based Compensation
Annual vesting percentage		25.00%
Certain employees | 3rd Anniversary
Stock-Based Compensation
Annual vesting percentage		25.00%
Certain employees | 4th Anniversary
Stock-Based Compensation
Annual vesting percentage		25.00%

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($) $ in Thousands	Oct. 17, 2017	Oct. 02, 2017	Oct. 01, 2017	Jun. 30, 2017	May 22, 2016
Subsequent Event | NauticStar Acquisition
Subsequent Events
Purchase price		$ 79,800
Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event
Subsequent Events
Net availability under facility		145,000
Debt related fees		1,322
Repayment of debt	$ 10,000
Senior secured term loan
Subsequent Events
Loan commitment					$ 50,000
Senior secured term loan | Subsequent Event
Subsequent Events
Loan commitment		115,000
Revolving credit facility
Subsequent Events
Net availability under facility			$ 29,750	$ 29,750
Revolving credit facility | Subsequent Event
Subsequent Events
Net availability under facility		$ 30,000
Prime Rate | Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event
Subsequent Events
Accruing interest rate		1.25%
Prime Rate | Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event | Minimum
Subsequent Events
Basis spread		0.75%
Prime Rate | Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event | Maximum
Subsequent Events
Basis spread		1.75%
LIBOR | Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event
Subsequent Events
Accruing interest rate		2.25%
LIBOR | Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event | Minimum
Subsequent Events
Basis spread		1.75%
LIBOR | Third Amended And Restated Credit And Guaranty Agreement | Subsequent Event | Maximum
Subsequent Events
Basis spread		2.75%