OneWater Marine (ONEW) 10-Q 2 Feb 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Dec. 31, 2023	Jan. 24, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Dec. 31, 2023
Document Transition Report	false
Entity File Number	001-39213
Entity Registrant Name	OneWater Marine Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-4330138
Entity Address, Address Line One	6275 Lanier Islands Parkway
Entity Address, City or Town	Buford
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30518
City Area Code	678
Local Phone Number	541-6300
Title of 12(b) Security	Class A common stock, par value $0.01 per share
Trading Symbol	ONEW
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001772921
Current Fiscal Year End Date	--09-30
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		14,569,936
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		1,429,940

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
CURRENT ASSETS:
Cash	$ 44,569	$ 84,648
Restricted cash	9,584	8,662
Accounts receivable, net	47,885	113,175
Inventories, net	706,805	609,616
Prepaid expenses and other current assets	78,469	65,798
Total current assets	887,312	881,899
Property and equipment, net	83,221	81,532
Operating lease right-of-use assets	133,699	135,667
Other long-term assets	7,827	6,069
Deferred tax assets, net	33,239	35,066
Intangible assets, net	211,173	212,324
Goodwill	336,602	336,602
Total assets	1,693,073	1,689,159
CURRENT LIABILITIES:
Accounts payable	18,897	27,113
Other payables and accrued expenses	42,918	54,826
Customer deposits	50,977	51,649
Notes payable – floor plan	562,815	489,024
Current portion of operating lease liabilities	14,843	14,568
Current portion of long-term debt, net	6,125	29,324
Current portion of tax receivable agreement liability	2,447	2,447
Total current liabilities	699,022	668,951
Other long-term liabilities	13,967	13,693
Tax receivable agreement liability	40,688	40,688
Long-term operating lease liabilities	121,404	123,310
Long-term debt, net	433,682	428,439
Total liabilities	1,308,763	1,275,081
STOCKHOLDERS’ EQUITY
Preferred stock, $0.01 par value, 1,000,000 shares authorized, none issued and outstanding as of December 31, 2023 and September 30, 2023	0	0
Additional paid-in capital	194,573	193,018
Retained earnings	158,262	165,432
Accumulated other comprehensive income (loss)	(7)	1
Total stockholders’ equity attributable to OneWater Marine Inc.	352,987	358,609
Equity attributable to non-controlling interests	31,323	55,469
Total stockholders’ equity	384,310	414,078
Total liabilities and stockholders’ equity	1,693,073	1,689,159
Class A Common Stock
STOCKHOLDERS’ EQUITY
Common stock value	145	144
Class B Common Stock
STOCKHOLDERS’ EQUITY
Common stock value	$ 14	$ 14

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2023	Sep. 30, 2023
Preferred stock, par or stated value per share (in usd per shares)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Class A Common Stock
Common stock, par or stated value per share (in usd per shares)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	40,000,000	40,000,000
Common stock, shares, issued (in shares)	14,544,324	14,420,129
Common stock, shares, outstanding (in shares)	14,544,324	14,420,129
Class B Common Stock
Common stock, par or stated value per share (in usd per shares)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	10,000,000	10,000,000
Common stock, shares, issued (in shares)	1,429,940	1,429,940
Common stock, shares, outstanding (in shares)	1,429,940	1,429,940

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenues:
Total revenues	$ 364,013	$ 366,659
Cost of sales (exclusive of depreciation and amortization shown separately below):
Total cost of sales	272,570	256,671
Selling, general and administrative expenses	79,599	77,838
Depreciation and amortization	4,222	5,693
Transaction costs	579	1,330
Change in fair value of contingent consideration	572	(1,409)
Income from operations	6,471	26,536
Other expense (income):
Interest expense – floor plan	7,812	4,779
Interest expense – other	9,152	7,584
Other (income) expense, net	(247)	(639)
Total other expense, net	16,717	11,724
Net (loss) income before income tax (benefit) expense	(10,246)	14,812
Income tax (benefit) expense	(2,276)	3,384
Net (loss) income	(7,970)	11,428
Net (income) attributable to non-controlling interests	(119)	(1,365)
Net loss (income) attributable to non-controlling interests of One Water Marine Holdings, LLC	919	(1,163)
Net (loss) income attributable to OneWater Marine Inc.	(7,170)	8,900
New boat
Revenues:
Total revenues	241,084	232,405
Cost of sales (exclusive of depreciation and amortization shown separately below):
Total cost of sales	196,403	175,258
Pre-owned boat
Revenues:
Total revenues	53,283	55,778
Cost of sales (exclusive of depreciation and amortization shown separately below):
Total cost of sales	41,346	40,304
Finance & insurance income
Revenues:
Total revenues	7,360	8,934
Service, parts & other
Revenues:
Total revenues	62,286	69,542
Cost of sales (exclusive of depreciation and amortization shown separately below):
Total cost of sales	$ 34,821	$ 41,109
Class A Common Stock
Other expense (income):
Net (loss) earnings per share of Class A common stock – basic (in usd per share)	$ (0.49)	$ 0.62
Net (loss) earnings per share of Class A common stock - diluted (in usd per share)	$ (0.49)	$ 0.61
Basic weighted-average shares of Class A common stock outstanding (in shares)	14,540	14,297
Diluted weighted-average shares of Class A common stock outstanding (in shares)	14,540	14,587

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net (loss) income	$ (7,970)	$ 11,428
Other comprehensive (loss) income:
Foreign currency translation adjustment	(9)	11
Comprehensive (loss) income	(7,979)	11,439
Net (income) attributable to non-controlling interests	(119)	(1,365)
Net loss (income) attributable to non-controlling interests of One Water Marine Holdings, LLC	919	(1,163)
Foreign currency translation adjustment attributable to non-controlling interest of One Water Marine Holdings, LLC	1	(1)
Comprehensive (loss) income attributable to OneWater Marine Inc.	$ (7,178)	$ 8,910

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Class A Common Stock	Class B Common Stock	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Additional Paid-in Capital	Retained Earnings	Non-controlling Interest	Accumulated Other Comprehensive Income (Loss)
Beginning balance (in shares) at Sep. 30, 2022				14,212,000	1,430,000
Beginning balance at Sep. 30, 2022	$ 444,877			$ 142	$ 14	$ 180,296	$ 204,880	$ 59,552	$ (7)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	11,428						8,900	2,528
Distributions to members	(319)						(10)	(309)
Shares issued upon vesting of equity-based awards, net of tax withholding (in shares)				86,000
Shares issued upon vesting of equity-based awards, net of tax withholding	(754)			$ 1		(755)
Equity-based compensation	2,572					2,572
Currency translation adjustment	11							1	10
Ending balance (in shares) at Dec. 31, 2022				14,298,000	1,430,000
Ending balance at Dec. 31, 2022	457,815			$ 143	$ 14	182,113	213,770	61,772	3
Beginning balance (in shares) at Sep. 30, 2023		14,420,129	1,429,940	14,420,000	1,430,000
Beginning balance at Sep. 30, 2023	414,078			$ 144	$ 14	193,018	165,432	55,469	1
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(7,970)						(7,170)	(800)
Distributions to members	(3,789)						0	(3,789)
Purchase of non-controlling interest	(18,840)					716		(19,556)
Shares issued upon vesting of equity-based awards, net of tax withholding (in shares)				124,000
Shares issued upon vesting of equity-based awards, net of tax withholding	(1,552)			$ 1		(1,553)
Equity-based compensation	2,392					2,392
Currency translation adjustment	(9)							(1)	(8)
Ending balance (in shares) at Dec. 31, 2023		14,544,324	1,429,940	14,544,000	1,430,000
Ending balance at Dec. 31, 2023	$ 384,310			$ 145	$ 14	$ 194,573	$ 158,262	$ 31,323	$ (7)

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (7,970)	$ 11,428
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Depreciation and amortization	4,905	6,182
Equity-based awards	2,392	2,572
Loss (gain) on asset disposals	(34)	171
Non-cash interest expense	484	2,217
Deferred income tax provision	1,828	1,185
Change in fair value of contingent consideration	572	(1,409)
Loss on equity investment	112	260
(Increase) decrease in assets:
Accounts receivable	20,240	(5,466)
Inventories	(97,223)	(147,832)
Prepaid expenses and other current assets	(12,388)	13,648
Other assets	(1,869)	(729)
Increase (decrease) in liabilities:
Accounts payable	(8,216)	(1,464)
Other payables and accrued expenses	(12,196)	(12,437)
Customer deposits	(671)	(6,376)
Net cash used in operating activities	(110,034)	(138,050)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment and construction in progress	(4,924)	(6,416)
Proceeds from disposal of property and equipment	59	47
Cash used for additions to intangible assets	(428)	0
Cash used in acquisitions, net of cash acquired	0	(28,611)
Proceeds from disposal of a business	45,100	0
Net cash provided by (used in) investing activities	39,807	(34,980)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings from floor plan	73,791	156,032
Proceeds from long-term debt	20,000	20,000
Payments on long-term debt	(38,457)	(379)
Payments of debt issuance costs	(74)	0
Payments of contingent consideration	0	(4,300)
Payments of tax withholdings for equity-based awards	(1,552)	(754)
Distributions to members	(3,789)	(319)
Purchase of non-controlling interest	(18,840)	0
Net cash provided by financing activities	31,079	170,280
Effects of exchange rate changes on cash and restricted cash	(9)	11
Net change in cash	(39,157)	(2,739)
Cash and restricted cash at beginning of period	93,310	60,947
Cash and restricted cash at end of period	54,153	58,208
Supplemental cash flow disclosures:
Cash paid for interest	16,480	10,146
Cash paid for income taxes	455	2,897
Noncash items:
Acquisition purchase price funded by contingent consideration	0	2,550
Purchase of property and equipment funded by long-term debt	82	792
Right-of-use assets obtained in exchange for new operating lease liabilities	1,931	6,314
Acquisition purchase price funded by affiliate financing	0	10,600
Settlement of affiliate financing with proceeds from sale and leaseback	$ 0	$ 10,600

Description of Company and Basi

Description of Company and Basis of Presentation	3 Months Ended
	Dec. 31, 2023
Description of Company and Basis of Presentation [Abstract]
Description of Company and Basis of Presentation	Description of Company and Basis of Presentation Description of the Business OneWater Marine Inc. (“OneWater Inc”) was incorporated in Delaware on April 3, 2019 and was a wholly-owned subsidiary of One Water Marine Holdings, LLC (“OneWater LLC”). Pursuant to a reorganization on February 11, 2020 into a holding company structure for the purpose of facilitating an initial public offering (the “IPO”) and related transactions in order to carry on the business of OneWater LLC and its subsidiaries (together with OneWater Inc, the “Company”), OneWater Inc is the holding company and its sole material asset is the equity interest in OneWater LLC. OneWater LLC was organized as a limited liability company under the law of the State of Delaware in 2014 and is the parent company of One Water Assets & Operations (“OWAO”), and its wholly-owned subsidiaries. The Company is one of the largest recreational marine retailers in the United States. The Company engages primarily in the retail sale, brokerage, and service of new and pre-owned boats, motors, trailers, the sale of marine parts and accessories, and offers slip and storage accommodations in certain locations. The Company also arranges related boat financing, insurance, and extended service contracts for customers with third-party lenders and insurance companies. As of December 31, 2023, the Company operates a total of 98 retail locations, 10 distribution centers/warehouses and multiple online marketplaces in 18 states, several of which are in the top twenty states for marine retail expenditures. Operating results are generally subject to seasonal variations. Demand for products is generally highest during the third and fourth quarters of the fiscal year and, accordingly, revenues are generally expected to be higher during these periods. General economic conditions and consumer spending patterns can negatively impact the Company’s operating results. Unfavorable local, regional, national, or global economic developments, global public health concerns, including the COVID-19 pandemic, or uncertainties could reduce consumer spending and adversely affect the Company’s business. Consumer spending on discretionary goods may also decline as a result of lower consumer confidence levels, even if prevailing economic conditions are otherwise favorable. Economic conditions in areas in which the Company operates, particularly in the Southeast, can have a major impact on the Company’s overall results of operations. Local influences such as corporate downsizing, inclement weather such as hurricanes and other storms, environmental conditions, and other events could adversely affect the Company’s operations in certain markets and in certain periods. Any extended period of adverse economic conditions or low consumer confidence is likely to have a negative effect on the Company’s business. Sales of new boats from the Company’s top ten brands represent approximately 48.9% and 42.9% of total sales for the three months ended December 31, 2023 and 2022, respectively, making them major suppliers of the Company. Of this amount, Malibu Boats, Inc., including its brands Malibu, Axis, Cobalt, Pursuit, Maverick, Hewes, Cobia and Pathfinder accounted for 13.6% and 13.0% of consolidated revenue for the three months ended December 31, 2023 and 2022, respectively. As is typical in the industry, the Company contracts with most manufacturers under renewable annual dealer agreements, each of which provides the right to sell various makes and models of boats within a given geographic region. Any change or termination of these agreements, or the agreements discussed above, for any reason, or changes in competitive, regulatory, or marketing practices, including rebate or incentive programs, could adversely affect results of operations. Pre-owned boats are usually trade-ins from retail customers who are purchasing a boat from the Company. Principles of Consolidation As the sole managing member of OneWater LLC, OneWater Inc operates and controls all of the businesses and affairs of OneWater LLC. Through OneWater LLC and its wholly-owned subsidiaries, as well as majority-owned subsidiaries over which the Company exercises control, OneWater Inc conducts its business. As a result, OneWater Inc consolidates the financial results of OneWater LLC and its subsidiaries and reports non-controlling interests related to the portion of units of OneWater LLC (the “OneWater LLC Units”) not owned by OneWater Inc, which will reduce net income (loss) attributable to OneWater Inc’s Class A stockholders. As of December 31, 2023, OneWater Inc owned 91.0% of the economic interest of OneWater LLC. Commencing December 31, 2021, the Company owned 80% of the economic interest of Quality Assets and Operations, LLC, over which the Company exercised control and the minority interest in this subsidiary was recorded accordingly. On October 31, 2023, the Company acquired the remaining 20% of the economic interest and, as a result, as of December 31, 2023 now owns 100% of the economic interest in Quality Assets and Operations, LLC. See Note 4 for additional information regarding the acquisition. Basis of Financial Statement Preparation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements, which do not include all the information and notes required by such accounting principles for annual financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with OneWater Inc’s Annual Report on Form 10-K for the year ended September 30, 2023. All adjustments, consisting of only normal recurring adjustments considered by management to be necessary for fair presentation, have been reflected in these unaudited condensed consolidated financial statements. All intercompany transactions have been eliminated in consolidation. The Company operates on a fiscal year basis with the first day of the fiscal year being October 1, and the last day of the fiscal year ending on September 30.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Cash At times the amount of cash on deposit may exceed the federally insured limit of the bank. Deposit accounts at each of the institutions are insured up to $250,000 by the Federal Deposit Insurance Corporation (FDIC). At December 31, 2023 and September 30, 2023, the Company exceeded FDIC limits at various institutions. The Company has not experienced any losses in such accounts and believes there is little to no exposure to any significant credit risk. Restricted Cash Restricted cash relates to amounts collected for pre-owned sales, in certain states, which are held in escrow on behalf of the respective buyers and sellers for future purchases of boats. Total customer deposits are shown as a liability on the consolidated balance sheets. These liabilities may be more than the applicable restricted cash balances and fluctuate due to timing differences and because in certain states the deposits are not restricted from use. Inventories Inventories are stated at the lower of cost or net realizable value. The cost of the new and pre-owned boat inventory is determined using the specific identification method. In assessing lower of cost or net realizable value the Company considers the aging of the boats, historical sales of a brand and current market conditions. The cost of acquired, manufactured and assembled parts and accessories is determined using methods which vary by subsidiary and include both the average cost method and first-in, first-out (“FIFO”). Goodwill and Other Identifiable Intangible Assets Goodwill and indefinite-lived intangible assets are accounted for in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350, ‘‘Intangibles - Goodwill and Other’’ (‘‘ASC 350’’), which provides that the excess of cost over the fair value of the net assets of businesses acquired, including other identifiable intangible assets, is recorded as goodwill. Goodwill is an asset representing operational synergies and future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. In accordance with ASC 350, Goodwill is tested for impairment at least annually, or more frequently when events or circumstances indicate that impairment might have occurred. ASC 350 also states for annual impairment tests that if an entity determines, based on an assessment of certain qualitative factors, that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, then a quantitative goodwill impairment test is unnecessary. The Company performs its annual test in the fiscal fourth quarter. Identifiable intangible assets primarily consist of trade names, developed technologies, including design libraries, and customer relationships related to the acquisitions the Company has completed. The Company has determined that trade names have an indefinite life, as there are no economic, contractual or other factors that limit their useful lives and they are expected to generate value as long as the trade name is utilized by the Company, and therefore, are not subject to amortization. Developed technologies and customer relationships are amortized over their estimated useful lives of ten years and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Financial statement risk exists to the extent identifiable intangibles become impaired due to the decrease in their fair value. Sales Tax The Company collects sales tax on all of the Company’s sales to nonexempt customers and remits the entire amount to the states that imposed the sales tax. The Company’s accounting policy is to exclude the tax collected and remitted to the states from revenues and cost of sales. Revenue Recognition Revenue is recognized from the sale of products and commissions earned on new and pre-owned boats (including used, brokerage, consignment and wholesale) when ownership is transferred to the customer, which is generally upon acceptance or delivery to the customer. At the time of acceptance or delivery, the customer is able to direct the use of, and obtain substantially all of the benefits at such time. We are the principal with respect to revenue from new, pre-owned and consignment sales and such revenue is recorded at the gross sales price. With respect to brokerage transactions, we are acting as an agent in the transaction, therefore the fee or commission is recorded on a net basis. Revenue from parts and accessories sold directly to a customer (not on a repair order) is recognized when control of the item is transferred to the customer, which is typically upon shipment. Revenue from parts and service operations (boat maintenance and repairs) is recorded over time as services are performed. Satisfaction of this performance obligation creates an asset with no alternative use for which an enforceable right to payment for performance to date exists within our contractual agreements. Each boat maintenance and repair service is a single performance obligation that includes both the parts and labor associated with the service. Payment for boat maintenance and repairs is typically due upon the completion of the service, which is generally completed within a period of one year or less from contract inception. The Company recorded contract assets in prepaid expenses and other current assets of $3.3 million and $4.4 million as of December 31, 2023 and September 30, 2023. Certain parts and service transactions require the Company to perform shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to delivery). They are considered fulfillment activities and are included in selling, general and administrative expenses. Revenue from storage and marina operations is recognized on a straight-line basis over the term of the contract as services are completed. Revenue from arranging financing, insurance and extended warranty contracts to customers through various third-party financial institutions and insurance companies is recognized when the related boats are sold. We do not directly finance our customers’ boat, motor or trailer purchases. We are acting as an agent in the transaction, therefore the commissions are recorded on a net basis. Subject to our agreements and in the event of early cancellation, prepayment or default of such loans or insurance contracts by the customer, we may be assessed a chargeback for a portion of the commission paid by the third-party financial institutions and insurance companies. We reserve for these chargebacks based on our historical experience with repayments or defaults. Chargebacks were not material to the unaudited condensed consolidated financial statements for the three months ended December 31, 2023 and 2022. Contract liabilities consist of deferred revenues from marina and storage operations and customer deposits and are classified in customer deposits in the Company’s unaudited condensed consolidated balance sheets. Deposits received from customers are recorded as a liability until the related sales orders have been fulfilled by us and control of the vessel is transferred to the customer. The activity in customer deposits for the three months ended December 31, 2023 is as follows: ($ in thousands) Three Months Ended December 31, 2023 Beginning contract liability $ 51,649 Revenue recognized from contract liabilities included in the beginning balance (31,378) Increases due to cash received, net of amounts recognized in revenue during the period 30,706 Ending contract liability $ 50,977 The following table sets forth percentages on the timing of revenue recognition for the three months ended December 31, 2023 and 2022. Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Goods and services transferred at a point in time 92.7 % 92.8 % Goods and services transferred over time 7.3 % 7.2 % Total Revenue 100.0 % 100.0 % Income Taxes OneWater Inc is a corporation and as a result, is subject to U.S. federal, state and local income taxes. We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events included in the consolidated financial statements. Under this method, we determine deferred tax assets and liabilities on the basis of the differences between the book value and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period in which the enactment date occurs. We recognize deferred tax assets to the extent we believe these assets are more-likely-than-not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations. OneWater LLC is treated as a partnership for U.S. federal income tax purposes and therefore does not pay U.S. federal income tax on its taxable income. Instead, the OneWater LLC members are liable for U.S. federal income tax on their respective shares of the Company’s taxable income reported on the members’ U.S. federal income tax returns. When there are situations with uncertainty as to the timing of the deduction, the amount of the deduction, or the validity of the deduction, the Company adjusts the financial statements to reflect only those tax positions that are more-likely-than-not to be sustained. Positions that meet this criterion are measured using the largest benefit that is more than 50% likely to be realized. Interest and penalties related to income taxes are included in the benefit (provision) for income taxes in the consolidated statements of operations. Vendor Consideration Received Consideration received from vendors is accounted for in accordance with FASB Accounting Standards Codification 330, ‘‘Inventory’’ (‘‘ASC 330’’). Pursuant to ASC 330, manufacturer incentives based upon cumulative volume of sales and purchases are recorded as a reduction of inventory cost and related cost of sales when the amounts are probable and reasonably estimable. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the periods presented. Actual results could differ materially from these estimates. Estimates and assumptions are reviewed periodically, and the effects of any revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying unaudited condensed consolidated financial statements include, but are not limited to, those relating to inventory mark downs, certain assumptions related to intangible and long-lived assets and valuation of contingent consideration. Segment Information

New Accounting Pronouncements

New Accounting Pronouncements	3 Months Ended
	Dec. 31, 2023
Accounting Standards Update and Change in Accounting Principle [Abstract]
New Accounting Pronouncements	New Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, which is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to the recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer. The pronouncement is effective for a public company’s annual reporting periods beginning after December 15, 2022, and interim periods within those annual periods. The Company adopted the pronouncement in fiscal first quarter 2024. The adoption of the guidance did not have a material impact on the Company's financial statements. In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures", which is intended to improve financial reporting by requiring disclosures of incremental segment information on an annual and interim basis. The pronouncement is effective for a public company's annual reporting periods beginning after December 15, 2023, and interim periods within annual reporting periods beginning after December 15, 2024. The Company is currently evaluating the impact that this standard will have on the consolidated financial statements. The Company plans to adopt the pronouncement in fiscal year 2025. In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures", which is intended to improve the transparency, effectiveness and comparability of income tax disclosures by requiring greater disaggregation of information and additional disclosures. The pronouncement is effective for a public company's annual reporting periods beginning after December 15, 2024. The Company is currently evaluating the impact that this standard will have on the consolidated financial statements. The Company plans to adopt the pronouncement in fiscal year 2026. Other than as noted above, there are no new accounting pronouncements that are expected to have a material effect on our consolidated financial statements.

Acquisitions

Acquisitions	3 Months Ended
	Dec. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Acquisitions	Acquisitions On October 31, 2023, the Company exercised its right to acquire the remaining 20% economic interest in Quality Assets and Operations, LLC for consideration totaling $18.8 million. Subsequent to the acquisition, the Company now owns 100% of the economic interest in Quality Assets and Operations, LLC.

Accounts Receivable

Accounts Receivable	3 Months Ended
	Dec. 31, 2023
Receivables [Abstract]
Accounts Receivable	Accounts Receivable Accounts receivable primarily consists of trade accounts receivable, contracts in transit and manufacturer receivables. Trade receivables include amounts due from customers on the sale of boats, parts, service, and storage. Contracts in transit represent anticipated funding from the loan agreement customers execute at the dealership when they purchase their new or pre-owned boat. These finance contracts are typically funded within 30 days. Amounts due from manufacturers represent receivables for various manufacturer incentive programs and parts and service work performed pursuant to the manufacturers’ warranties. Accounts receivable as of September 30, 2023 also consisted of a receivable resulting from the fiscal year 2023 disposition of Roscioli Yachting Center. The proceeds on disposal were received during the three months ended December 31, 2023. The allowance for credit losses is estimated based on past collection experience, current conditions and reasonable and supportable forecasts. The activity for charges and subsequent recoveries is immaterial. Accounts receivable consisted of the following: ($ in thousands) December 31, 2023 September 30, 2023 Trade accounts receivable $ 24,888 $ 32,065 Contracts in transit 14,865 25,425 Manufacturer receivable 8,766 11,288 Receivable for proceeds on the disposition of a business — 45,100 Total accounts receivable 48,519 113,878 Less – allowance for credit losses (634) (703) Total accounts receivable, net $ 47,885 $ 113,175

Inventories

Inventories	3 Months Ended
	Dec. 31, 2023
Inventory Disclosure [Abstract]
Inventories	Inventories Inventories consisted of the following at: ($ in thousands) December 31, 2023 September 30, 2023 New vessels $ 557,754 $ 471,147 Pre-owned vessels 74,144 61,627 Work in process, parts and accessories 74,907 76,842 Total inventories, net $ 706,805 $ 609,616

Goodwill and Intangible Assets

Goodwill and Intangible Assets	3 Months Ended
	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	Goodwill and Intangible Assets Our acquisitions have resulted in the recording of goodwill and other identifiable intangible assets. Goodwill is an asset representing operational synergies and future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Intangible assets consist of internally developed software, domain names and other identifiable intangible assets such as trade names, developed technologies, including design libraries, and customer relationships related to the acquisitions the Company has completed. The changes in goodwill and intangible assets are as follows: Goodwill Trade Names Developed Technologies Customer Relationships Domain Names Internally Developed Total ($ in thousands) Unamortized Unamortized Amortized Amortized Amortized Amortized Net balance as of September 30, 2023 336,602 149,921 4,419 52,114 2,387 3,483 212,324 Acquisitions during the three months ended December 31, 2023 — — — — — 428 428 Accumulated amortization for the three months ended December 31, 2023 — — (51) (1,137) (159) (232) (1,579) Net balance as of December 31, 2023 $ 336,602 $ 149,921 $ 4,368 $ 50,977 $ 2,228 $ 3,679 $ 211,173 Amortization expense was $1.6 million and $3.3 million for the three months ended December 31, 2023 and 2022, respectively, and is recorded in depreciation and amortization expense in the unaudited condensed consolidated statements of operations. For internally developed software acquisitions during the three months ended December 31, 2023, the weighted average useful life is 3.8 years. The following table summarizes the expected amortization expense for fiscal years 2024 through 2028 and thereafter ($ in thousands): 2024 (excluding the three months ended December 31, 2023) $ 6,207 2025 8,276 2026 8,276 2027 8,033 2028 6,638 Thereafter 23,822 $ 61,252 As of December 31, 2023 and September 30, 2023, the carrying value of goodwill totaled approximately $336.6 million, of which $295.3 million was related to our Dealerships reporting segment and $41.3 million was related to our Distribution reporting segment.

Notes Payable - Floor Plan

Notes Payable - Floor Plan	3 Months Ended
	Dec. 31, 2023
Debt Disclosure [Abstract]
Notes Payable - Floor Plan	Notes Payable — Floor Plan The Company maintains an ongoing wholesale marine products inventory financing program with a syndicate of banks. The program is administered by Wells Fargo Commercial Distribution Finance, LLC (“Wells Fargo”). On November 14, 2023, the Company and certain of its subsidiaries entered into the Eighth Amended and Restated Inventory Financing Agreement (as amended, the “Inventory Financing Facility”) with Wells Fargo and the other financial institutions party thereto to increase the maximum borrowing amount available under the Inventory Financing Facility to $650.0 million and extend the term. The Inventory Financing Facility expires on March 1, 2026. The outstanding balance of the facility was $562.8 million and $489.0 million, as of December 31, 2023 and September 30, 2023, respectively. Interest on new boats and for rental units is calculated using the Adjusted 30-Day Average SOFR (as defined in the Inventory Financing Facility) (“SOFR”) plus an applicable margin of 2.75% to 5.00% depending on the age of the inventory. Interest on pre-owned boats is calculated at the new boat rate plus 0.25%. Wells Fargo will finance 100.0% of the vendor invoice price for new boats, engines, and trailers. As of December 31, 2023 the interest rate on the Inventory Financing Facility ranged from 8.21% to 10.46% for new inventory and 8.46% to 10.71% for pre-owned inventory. As of September 30, 2023 the interest rate on the Inventory Financing Facility ranged from 8.18% to 10.43% for new inventory and 8.43% to 10.68% for pre-owned inventory. Borrowing capacity available at December 31, 2023 and September 30, 2023 was $87.2 million and $61.0 million, respectively. The Inventory Financing Facility has certain financial and non-financial covenants as specified in the agreement. The financial covenants include requirements to comply with a maximum funded debt to EBITDA ratio and a minimum fixed charge coverage ratio (as defined in the Inventory Financing Facility). In addition, certain non-financial covenants could restrict the Company’s ability to sell assets (excluding inventory in the normal course of business), engage in certain mergers and acquisitions, incur additional debt and pay cash dividends or distributions, among others. The Company was in compliance with all covenants at December 31, 2023. The collateral for the Inventory Financing Facility consists primarily of our inventory that is financed through the Inventory Financing Facility and related assets, including accounts receivable, bank accounts and proceeds of the foregoing, and excludes the collateral that underlies the term note payable to Truist Bank.

Long-term Debt and Line of Cred

Long-term Debt and Line of Credit	3 Months Ended
	Dec. 31, 2023
Long-Term Debt, Unclassified [Abstract]
Long-term Debt and Line of Credit	Long-term Debt and Line of Credit On August 9, 2022, the Company and certain of its subsidiaries entered into the Amended and Restated Credit Agreement (the “A&R Credit Facility”) with Truist Bank. The A&R Credit Facility provides for a $65.0 million revolving credit facility (the “A&R Revolving Facility”) that may be used for revolving credit loans (including up to $5.0 million in swingline loans and up to $5.0 million in letters of credit) and a $445.0 million term loan (the “A&R Term Loan”). Subject to certain conditions, the available amount under the revolving credit facility and term loans may be increased by $125.0 million in the aggregate. The A&R Credit Facility bears interest at a rate that is equal to Term SOFR plus an applicable margin ranging from 1.75% to 2.75% based on certain consolidated leverage ratio measures. The A&R Revolving Facility matures on August 9, 2027. The A&R Term Loan is repayable in installments beginning December 31, 2022, with the remainder due on August 9, 2027. The A&R Credit Facility is collateralized by certain real and personal property (including certain capital stock) of the Company and its subsidiaries. The collateral does not include inventory and certain other assets of the Company’s subsidiaries financed under the Inventory Financing Facility. The A&R Credit Facility is subject to certain financial covenants related to the maintenance of a minimum fixed charge coverage ratio and a maximum consolidated leverage ratio. The A&R Credit Facility also contains non-financial covenants and restrictive provisions that, among other things, limit the ability of the Company to incur additional debt, transfer or dispose of all of its assets, make certain investments, loans or payments and engage in certain transactions with affiliates. The Company was in compliance with all covenants at December 31, 2023. Long-term debt consisted of the following at: ($ in thousands) December 31, 2023 September 30, 2023 Term note payable to Truist Bank, secured and bearing interest at 7.66% at December 31, 2023 and 7.53% at September 30, 2023. The note requires quarterly principal payments commencing on December 31, 2022 and maturing with a full repayment on August 9, 2027 $ 397,750 $ 428,313 Revolving note payable for an amount up to $65.0 million to Truist Bank, secured and bearing interest at 8.33% at December 31, 2023 and 7.50% at September 30, 2023. The note requires full repayment on August 9, 2027 44,500 30,000 Notes payable to commercial vehicle lenders secured by the value of the vehicles bearing interest at rates ranging from 0.0% to 10.8% per annum. The notes require monthly installment payments of principal and interest ranging from $200 to $3,100 through September 2028 3,388 3,645 Note payable to Norfolk Marine Company, unsecured and bearing interest at 4.0% per annum. The note requires quarterly interest payments, with a balloon payment of principal due on December 1, 2024 1,126 1,126 Note payable to Tom George Yacht Group, unsecured and bearing interest at 5.5% per annum. The note requires quarterly interest payments, with a balloon payment of principal due on December 1, 2023 — 2,056 Total debt outstanding 446,764 465,140 Less current portion (net of debt issuance costs) (6,125) (29,324) Less unamortized portion of debt issuance costs (6,957) (7,377) Long-term debt, net of current portion and unamortized debt issuance costs $ 433,682 $ 428,439

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Stockholders’ Equity	Stockholders’ Equity Equity-Based Compensation We maintain the OneWater Marine Inc. Omnibus Incentive Plan (the “LTIP”) to incentivize individuals providing services to OneWater Inc and its subsidiaries and affiliates. The LTIP provides for the grant, from time to time, at the discretion of the board of directors of OneWater Marine Inc. (the “Board”) or a committee thereof, of (1) stock options, (2) stock appreciation rights, (3) restricted stock, (4) restricted stock units, (5) stock awards, (6) dividend equivalents, (7) other stock-based awards, (8) cash awards, (9) substitute awards and (10) performance awards. The total number of shares reserved for issuance under the LTIP that may be issued pursuant to incentive stock options (which generally are stock options that meet the requirements of Section 422 of the Code) is 1,597,426. The LTIP is and will continue to be administered by the Board, except to the extent the Board elects a committee of directors to administer the LTIP. Class A common stock subject to an award that expires or is cancelled, forfeited, exchanged, settled in cash or otherwise terminated without delivery of shares (including forfeiture of restricted stock awards) and shares withheld to pay the exercise price of, or to satisfy the withholding obligations with respect to, an award will again be available for delivery pursuant to other awards under the LTIP. During the three months ended December 31, 2023, the Board approved the grant of 141,924 performance-based restricted stock units, which represents 100% of the target award. Performance-based restricted stock units provide an opportunity for the recipient to receive a number of shares of our common stock based on our performance goals. A performance-based restricted stock unit equals one share of common stock of the Company. The performance-based restricted stock units vest in three equal annual installments commencing on October 1, 2024. As of December 31, 2023, the Company estimated achievement of the performance targets at 100%. During the three months ended December 31, 2023, the Board approved the grant of 204,557 time-based restricted stock units. Of this amount, 34,160 restricted stock units fully vest on October 1, 2024 and the remaining 170,397 restricted stock units vest in three equal annual installments commencing on October 1, 2024. Compensation cost for time-based restricted stock units is based on the closing price of our common stock on the date immediately preceding the grant and is recognized on a graded basis over the applicable vesting periods. Compensation cost for performance share units is based on the closing price of our common stock on the date immediately preceding the grant and the ultimate performance level achieved and is recognized on a graded basis over the applicable vesting period. The Company recognized $2.3 million of compensation expense for each of the three months ended December 31, 2023 and 2022, which includes $0.9 million and $1.1 million of compensation expense for the three months ended December 31, 2023 and 2022, respectively, for performance-based units. The following table further summarizes activity related to restricted stock units for the three months ended December 31, 2023: Restricted Stock Unit Awards Number of Shares Weighted Average Unvested at September 30, 2023 524,785 $ 28.86 Awarded 346,481 25.62 Vested (191,624) 26.86 Forfeited — — Unvested at December 31, 2023 679,642 $ 27.77 As of December 31, 2023, the total unrecognized compensation expense related to outstanding equity awards was $9.9 million, which the Company expects to recognize over a weighted-average period of 1.4 years. We issue shares of our Class A common stock upon the vesting of performance-based restricted stock units and time-based restricted stock units. These shares are issued from our authorized and not outstanding common stock. In addition, in connection with the vesting of restricted stock units, we repurchase a portion of shares equal to the amount of employee income tax withholding. Net (Loss) Earnings Per Share Basic and diluted net (loss) earnings per share of Class A common stock is computed by dividing net (loss) income attributable to OneWater Inc by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted net (loss) earnings per share is computed by giving effect to all potentially dilutive shares. The following table sets forth the calculation of net (loss) earnings per share for the three months ended December 31, 2023 and 2022 (in thousands, except per share data): Net (loss) earnings per share: Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Numerator: Net (loss) income attributable to OneWater Inc $ (7,170) $ 8,900 Denominator: Weighted-average number of unrestricted outstanding common shares used to calculate basic net (loss) income per share 14,540 14,297 Effect of dilutive securities: Restricted stock units - 284 Employee stock purchase plan - 6 Diluted weighted-average shares of Class A common stock outstanding used to calculate diluted net (loss) earnings per share 14,540 14,587 Net (loss) earnings per share of Class A common stock – basic $ (0.49) $ 0.62 Net (loss) earnings per share of Class A common stock – diluted $ (0.49) $ 0.61 On March 30, 2022, the Board approved a share repurchase program up to $50 million. No shares of Class A common stock were repurchased by the Company during the three months ended December 31, 2023. As of December 31, 2023 the Company has repurchased and retired 73,487 shares of Class A common stock under the repurchase program for a purchase price of approximately $1.9 million. As of December 31, 2023, approximately $48.1 million remained available for future purchase under the repurchase program. The repurchase program does not have a predetermined expiration date. Shares of Class B common stock and unvested restricted stock units do not share in the income (losses) of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted net (loss) earnings per share of Class B common stock under the two-class method has not been presented. The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted net (loss) earnings per share because the effect of including such potentially dilutive shares would have been antidilutive upon conversion (in thousands): Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Class B common stock 1,430 1,430 Restricted Stock Units 495 377 Employee Stock Purchase Plan 26 - 1,951 1,807 Employee Stock Purchase Plan At the Company’s 2021 Annual Meeting of Stockholders (the “Annual Meeting”), held on February 23, 2021, the Company’s stockholders approved the OneWater Marine Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), which was approved and adopted by the Board as of January 13, 2021 (the “Adoption Date”), subject to stockholder approval at the Annual Meeting. The effective date of the ESPP is February 23, 2021, and, unless earlier terminated, the ESPP will expire on the twentieth anniversary of the Adoption Date. The ESPP will be administered by the Board or by one or more committees to which the Board delegates such administration. The ESPP enables eligible employees to purchase shares of the Company’s Class A common stock at a discount through participation in discrete offering periods. The ESPP is intended to qualify as an employee stock purchase plan under section 423 of the Internal Revenue Code of 1986, as amended. Up to a maximum of 512,959 shares of the Company’s Class A common stock may be issued under the ESPP as of December 31, 2023, subject to certain adjustments as set forth in the ESPP. On the first day of each fiscal year during the term of the ESPP, beginning on October 1, and ending on (and including) September 30, the number of shares of Class A common stock that may be issued under the ESPP will increase by a number of shares equal to the least of (i) 1% of the outstanding shares on the Adoption Date, or (ii) such lesser number of shares (including zero) that the administrator determines for purposes of the annual increase for that fiscal year. The number of shares of Class A common stock that may be granted to any single participant in any single option period will be subject to certain limitations set forth in the plan. The Company recorded equity-based compensation for the ESPP of $0.1 million and $0.2 million during the three months ended December 31, 2023 and 2022, respectively. As of December 31, 2023 and September 30, 2023, the Company had current liabilities of $0.7 million and $0.4 million, respectively, for future purchases of shares under the ESPP. No purchases were made under the ESPP during the three months ended December 31, 2023 and 2022. We used a Black-Scholes model to estimate the fair value of the options granted to purchase shares issued pursuant to the ESPP. Volatility is based on the historical volatility of our common stock. The risk-free rate for periods within the contractual term of the options is based on the U.S. Treasury yield curve in effect at the time of grant. The following are the weighted-average assumptions used for the period ended December 31, 2023 and 2022 : 2023 2022 Dividend yield 0.0 % 0.0 % Risk-free interest rate 5.5 % 2.5 % Volatility 37.6 % 57.4 % Expected life Six months Six months Distributions During the three months ended December 31, 2023 and 2022, the Company made distributions to OneWater Unit Holders for certain permitted tax payments.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements In determining fair value, the Company uses various valuation approaches including market, income and/or cost approaches. FASB standard ‘‘Fair Value Measurements’’ (Topic 820) establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. Unobservable inputs are those that reflect the Company’s expectation of the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows: Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Assets utilizing Level 1 inputs include marketable securities that are actively traded. Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Asset and liability measurements utilizing Level 3 inputs include those used in estimating fair value of non-financial assets and non-financial liabilities in purchase acquisitions, those used in assessing impairment of property and equipment and other intangibles, those used in the reporting unit valuation in the annual goodwill impairment evaluation and contingent consideration. The availability of observable inputs can vary and is affected by a wide variety of factors. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment required in determining fair value is greatest for assets and liabilities categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed is determined based on the lowest level input that is significant to the fair value measurement. Fair value measurements can be volatile based on various factors that may or may not be within the Company’s control. The following tables summarize the Company’s financial assets and liabilities measured at fair value in the accompanying unaudited condensed consolidated balance sheets as of December 31, 2023 and September 30, 2023 December 31, 2023 ($ in thousands) Level 1 Level 2 Level 3 Total Assets: Investment in Equity Securities $ 214 $ - $ - $ 214 Liabilities: Contingent Consideration - - 20,565 20,565 September 30, 2023 ($ in thousands) Level 1 Level 2 Level 3 Total Assets: Investment in Equity Securities $ 326 $ - $ - $ 326 Liabilities: Contingent Consideration - - 21,181 21,181 There were no transfers between the valuation hierarchy Levels 1, 2, and 3 for the three months ended December 31, 2023. We measure all equity investments that do not result in consolidation and are not accounted for under the equity method at fair value with the change in fair value included in other expense (income), net, in the unaudited condensed consolidated statements of operations. The fair value of equity investments is measured using quoted prices in its active markets. The investment in equity securities balance is recorded in other long-term assets in the unaudited condensed consolidated balance sheets and consists entirely of our investment in Forza X1, Inc. The portion of unrealized losses recognized related to equity securities still held as of December 31, 2023 and 2022 consists of the following: ($ in thousands) Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Net loss recognized during the period on equity securities $ 112 $ 260 Less net loss recognized during the period on equity securities sold during the period - - Unrealized loss recognized during the reporting period on equity securities still held at the reporting date $ 112 $ 260 We estimate the fair value of contingent consideration using a probability-weighted discounted cash flow model based on forecasted future earnings or other agreed upon metrics including the production of acquisition leads. The acquisition contingent consideration liability has been accounted for based on inputs that are unobservable and significant to the overall fair value measurement (Level 3). The contingent consideration balance is recorded in other payables and accrued expenses and other long-term liabilities in the unaudited condensed consolidated balance sheets. Changes in fair value and net present value of contingent consideration are recorded in change in fair value of contingent consideration in the unaudited condensed consolidated statements of operations. The fair value of contingent consideration is reassessed on a quarterly basis. The following table sets forth the changes in fair value of our contingent consideration for the three months ended December 31, 2023: ($ in thousands) Three Months Ended December 31, 2023 Balance as of September 30, 2023 $ 21,181 Additions from acquisitions — Settlement of contingent consideration (1,188) Change in fair value, including accretion 572 Balance as of December 31, 2023 $ 20,565 We determine the carrying value of our cash and cash equivalents, accounts receivable, accounts payable, other payables and accrued expenses, floor plan notes payable, term note payable with Truist Bank, seller notes payable and company vehicle notes payable approximate their fair values because of the nature of their terms and current market rates of these instruments.

Income Taxes

Income Taxes	3 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company is a corporation and, as a result, is subject to U.S. federal, state and local income taxes. OneWater LLC is treated as a pass-through entity for U.S. federal tax purposes and in most state and local jurisdictions. As such, OneWater LLC’s members, including the Company, are liable for federal and state income taxes on their respective shares of OneWater LLC’s taxable income. Our effective tax rates of 22.2% and 22.8% for the three months ending December 31, 2023 and 2022, respectively, differ from statutory rates primarily due to (loss) earnings allocated to non-controlling interests. The Company has federal net operating loss carryforwards from underlying corporate entities of approximately $6 million resulting in a deferred tax asset of $1.6 million as of September 30, 2023. The U.S. federal net operating loss carryforwards have no expiration but can only be used to offset up to 80% of future taxable income annually. The Company projects to fully utilize the net operating losses during the current fiscal year. The Company recognizes deferred tax assets to the extent it believes these assets are more-likely-than-not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing temporary differences, projected future taxable income, tax planning strategies and recent results of operations. Based on our cumulative earnings history and forecasted future sources of taxable income, we believe that we will fully realize our deferred tax assets in the future. The Company has not recorded a valuation allowance. As of December 31, 2023 and September 30, 2023, the Company has not recognized any uncertain tax positions, penalties, or interest as management has concluded that no such positions exist. The Company is subject to examination in the US Federal and certain state tax jurisdictions for the tax years beginning with the year ended December 31, 2020. In November 2022, the Company received notification that the IRS intends to commence an audit of the federal income tax return of OneWater LLC’s partnership for the tax year ended December 31, 2020. The audit is ongoing and the outcome and timing of settlements of asserted income tax liabilities, if any, are uncertain. Tax Receivable Agreement In connection with the IPO, the Company entered into a tax receivable agreement (the “Tax Receivable Agreement”) with certain of the owners of OneWater LLC. As of December 31, 2023 and September 30, 2023, our liability under the Tax Receivable Agreement was $43.1 million, representing 85% of the calculated net cash savings in U.S. federal, state and local income tax and franchise tax that OneWater Inc anticipates realizing in future years from the result of certain increases in tax basis and certain tax benefits attributable to imputed interest as a result of OneWater Inc’s acquisition of OneWater LLC Units pursuant to an exercise of the Redemption Right or the Call Right (each as defined in the amended and restated limited liability company agreement of OneWater LLC (the “OneWater LLC Agreement”)). The projection of future taxable income involves significant judgment. Actual taxable income may differ from our estimates, which could significantly impact our ability to make payments under the Tax Receivable Agreement. We have determined it is more-likely-than-not that we will be able to utilize all of our deferred tax assets subject to the Tax Receivable Agreement; therefore, we have recorded a liability under the Tax Receivable Agreement related to the tax savings we may realize from certain increases in tax basis and certain tax benefits attributable to imputed interest as a result of OneWater Inc’s acquisition of OneWater LLC Units pursuant to an exercise of the Redemption Right or Call Right (each as defined in the OneWater LLC Agreement). If we determine the utilization of these deferred tax assets is not more-likely-than-not in the future, our estimate of amounts to be paid under the Tax Receivable Agreement would be reduced. In this scenario, the reduction of the liability under the Tax Receivable Agreement would result in a benefit to our consolidated statements of operations.

Contingencies and Commitments

Contingencies and Commitments	3 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Contingencies and Commitments	Contingencies and Commitments Employment Agreements The Company is party to employment agreements with certain executives, which provide for compensation, other benefits and severance payments under certain circumstances. The Company also has consulting and noncompete agreements in place with previous owners of acquired companies. Claims and Litigation The Company is involved in various legal proceedings as either the defendant or plaintiff. Due to their nature, such legal proceedings involve inherent uncertainties including, but not limited to, court rulings, negotiations between the affected parties and other actions. Management assesses the probability of losses or gains for such contingencies and accrues a liability and/or discloses the relevant circumstances as appropriate. In the opinion of management, it is not reasonably probable that the pending litigation, disputes or claims against the Company, if decided adversely, will have a material adverse effect on its financial condition, results of operations or cash flows. Additionally, based on the Company’s review of the various types of claims currently known, there is no indication of a material reasonably possible loss in excess of amounts accrued. The Company currently does not anticipate that any known claim will materially adversely affect our financial condition, liquidity, or results of operations. However, the outcome of any matter cannot be predicted with certainty, and an unfavorable resolution of one or more matters presently known or arising in the future could have a material adverse effect on the Company’s financial condition, liquidity or results of operations. Risk Management The Company is exposed to various risks of loss related to torts; theft of, damage to, and destruction of assets; errors and omissions and natural disasters for which the Company carries commercial insurance. There have been no significant reductions in coverage from the prior year and settlements have not exceeded coverage in the past years.

Leases

Leases	3 Months Ended
	Dec. 31, 2023
Leases [Abstract]
Leases	Leases The Company leases real estate and equipment under operating lease agreements. Leases with an initial term of 12 months or less are not recorded on the balance sheet. We recognize lease expense for these leases on a straight-line basis over the lease term. For leases with terms in excess of 12 months, we record a right-of-use (“ROU”) asset and lease liability based on the present value of lease payments over the lease term. We do not have any significant leases that have not yet commenced that create significant rights and obligations for us. The Company has elected the practical expedient not to separate lease and non-lease components for all leases that qualify. Our real estate and equipment leases often require payment of maintenance, real estate taxes and insurance. These costs are generally variable and based on actual costs incurred by the lessor. These amounts are not included in the consideration of the contract when determining the ROU asset and lease liability but are reflected as variable lease payments. Most leases include one or more options to renew, with renewal terms that can extend the lease from one ten Certain of our lease agreements include rental payments based on percentage of retail sales over contractual levels and others include rental payments adjusted periodically based on index rates. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Dec. 31, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions In accordance with agreements approved by the Board, we purchased inventory, in conjunction with our retail sale of the products, from certain entities affiliated with the Company. Total purchases incurred under these arrangements were $49.8 million and $21.3 million for the three months ended December 31, 2023 and 2022, respectively. In accordance with agreements approved by the Board, certain entities affiliated with the Company receive fees for rent of commercial property. Total expenses incurred under these arrangements were $0.7 million and $0.5 million for the three months ended December 31, 2023 and 2022, respectively. In accordance with agreements approved by the Board, the Company received fees from certain entities and individuals affiliated with the Company for goods and services. Total fees recorded under these arrangements were $1.1 million and $1.2 million for the three months ended December 31, 2023 and 2022, respectively. In connection with transactions noted above, the Company owed $0.5 million and $4.7 million as recorded within accounts payable as of December 31, 2023 and September 30, 2023, respectively. Additionally, the Company had less than $0.1 million recorded within accounts receivable as of December 31, 2023. No amounts were recorded within accounts receivable as of September 30, 2023.

Segment Information

Segment Information	3 Months Ended
	Dec. 31, 2023
Segment Reporting [Abstract]
Segment Information	Segment Information As of December 31, 2023, we had two reportable segments: (1) Dealerships and (2) Distribution. See Note 2 for more information about our segments. Reportable segment financial information as of and for the three months ended December 31, 2023 and 2022 are as follows: As of and for the Three Months Ended December 31, 2023 ($ in thousands) Dealerships Distribution Eliminations Total Revenue $ 331,607 $ 32,466 $ (60) $ 364,013 Income (loss) from operations 6,943 (465) (7) 6,471 Depreciation and amortization 2,902 2,003 — 4,905 Transaction costs 440 139 — 579 Change in fair value of contingent consideration 572 — — 572 Total assets 1,445,553 247,553 (33) 1,693,073 As of and for the Three Months Ended December 31, 2022 ($ in thousands) Dealerships Distribution Eliminations Total Revenue $ 326,773 $ 39,886 $ — $ 366,659 Income (loss) from operations 29,853 (3,317) — 26,536 Depreciation and amortization 2,375 3,807 — 6,182 Transaction costs 1,182 148 — 1,330 Change in fair value of contingent consideration (1,543) 134 — (1,409) Total assets 1,283,821 388,272 — 1,672,093

Description of Company and Ba_2

Description of Company and Basis of Presentation (Policies)	3 Months Ended
	Dec. 31, 2023
Description of Company and Basis of Presentation [Abstract]
Principles of Consolidation	Principles of Consolidation As the sole managing member of OneWater LLC, OneWater Inc operates and controls all of the businesses and affairs of OneWater LLC. Through OneWater LLC and its wholly-owned subsidiaries, as well as majority-owned subsidiaries over which the Company exercises control, OneWater Inc conducts its business. As a result, OneWater Inc consolidates the financial results of OneWater LLC and its subsidiaries and reports non-controlling interests related to the portion of units of OneWater LLC (the “OneWater LLC Units”) not owned by OneWater Inc, which will reduce net income (loss) attributable to OneWater Inc’s Class A stockholders. As of December 31, 2023, OneWater Inc owned 91.0% of the economic interest of OneWater LLC. Commencing December 31, 2021, the Company owned 80% of the economic interest of Quality Assets and Operations, LLC, over which the Company exercised control and the minority interest in this subsidiary was recorded accordingly. On October 31, 2023, the Company acquired the remaining 20% of the economic interest and, as a result, as of December 31, 2023 now owns 100% of the economic interest in Quality Assets and Operations, LLC. See Note 4 for additional information regarding the acquisition.
Basis of Financial Statement Preparation	Basis of Financial Statement Preparation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements, which do not include all the information and notes required by such accounting principles for annual financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with OneWater Inc’s Annual Report on Form 10-K for the year ended September 30, 2023. All adjustments, consisting of only normal recurring adjustments considered by management to be necessary for fair presentation, have been reflected in these unaudited condensed consolidated financial statements. All intercompany transactions have been eliminated in consolidation. The Company operates on a fiscal year basis with the first day of the fiscal year being October 1, and the last day of the fiscal year ending on September 30.
Cash	Cash At times the amount of cash on deposit may exceed the federally insured limit of the bank. Deposit accounts at each of the institutions are insured up to $250,000 by the Federal Deposit Insurance Corporation (FDIC). At December 31, 2023 and September 30, 2023, the Company exceeded FDIC limits at various institutions. The Company has not experienced any losses in such accounts and believes there is little to no exposure to any significant credit risk.
Restricted Cash	Restricted Cash Restricted cash relates to amounts collected for pre-owned sales, in certain states, which are held in escrow on behalf of the respective buyers and sellers for future purchases of boats. Total customer deposits are shown as a liability on the consolidated balance sheets. These liabilities may be more than the applicable restricted cash balances and fluctuate due to timing differences and because in certain states the deposits are not restricted from use.
Inventories	Inventories Inventories are stated at the lower of cost or net realizable value. The cost of the new and pre-owned boat inventory is determined using the specific identification method. In assessing lower of cost or net realizable value the Company considers the aging of the boats, historical sales of a brand and current market conditions. The cost of acquired, manufactured and assembled parts and accessories is determined using methods which vary by subsidiary and include both the average cost method and first-in, first-out (“FIFO”).
Goodwill and Other Identifiable Intangible Assets	Goodwill and Other Identifiable Intangible Assets Goodwill and indefinite-lived intangible assets are accounted for in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 350, ‘‘Intangibles - Goodwill and Other’’ (‘‘ASC 350’’), which provides that the excess of cost over the fair value of the net assets of businesses acquired, including other identifiable intangible assets, is recorded as goodwill. Goodwill is an asset representing operational synergies and future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. In accordance with ASC 350, Goodwill is tested for impairment at least annually, or more frequently when events or circumstances indicate that impairment might have occurred. ASC 350 also states for annual impairment tests that if an entity determines, based on an assessment of certain qualitative factors, that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, then a quantitative goodwill impairment test is unnecessary. The Company performs its annual test in the fiscal fourth quarter.
Sales Tax	Sales Tax The Company collects sales tax on all of the Company’s sales to nonexempt customers and remits the entire amount to the states that imposed the sales tax. The Company’s accounting policy is to exclude the tax collected and remitted to the states from revenues and cost of sales.
Revenue Recognition	Revenue Recognition Revenue is recognized from the sale of products and commissions earned on new and pre-owned boats (including used, brokerage, consignment and wholesale) when ownership is transferred to the customer, which is generally upon acceptance or delivery to the customer. At the time of acceptance or delivery, the customer is able to direct the use of, and obtain substantially all of the benefits at such time. We are the principal with respect to revenue from new, pre-owned and consignment sales and such revenue is recorded at the gross sales price. With respect to brokerage transactions, we are acting as an agent in the transaction, therefore the fee or commission is recorded on a net basis. Revenue from parts and accessories sold directly to a customer (not on a repair order) is recognized when control of the item is transferred to the customer, which is typically upon shipment. Revenue from parts and service operations (boat maintenance and repairs) is recorded over time as services are performed. Satisfaction of this performance obligation creates an asset with no alternative use for which an enforceable right to payment for performance to date exists within our contractual agreements. Each boat maintenance and repair service is a single performance obligation that includes both the parts and labor associated with the service. Payment for boat maintenance and repairs is typically due upon the completion of the service, which is generally completed within a period of one year or less from contract inception. The Company recorded contract assets in prepaid expenses and other current assets of $3.3 million and $4.4 million as of December 31, 2023 and September 30, 2023. Certain parts and service transactions require the Company to perform shipping and handling activities after the transfer of control to the customer (e.g., when control transfers prior to delivery). They are considered fulfillment activities and are included in selling, general and administrative expenses. Revenue from storage and marina operations is recognized on a straight-line basis over the term of the contract as services are completed. Revenue from arranging financing, insurance and extended warranty contracts to customers through various third-party financial institutions and insurance companies is recognized when the related boats are sold. We do not directly finance our customers’ boat, motor or trailer purchases. We are acting as an agent in the transaction, therefore the commissions are recorded on a net basis. Subject to our agreements and in the event of early cancellation, prepayment or default of such loans or insurance contracts by the customer, we may be assessed a chargeback for a portion of the commission paid by the third-party financial institutions and insurance companies. We reserve for these chargebacks based on our historical experience with repayments or defaults. Chargebacks were not material to the unaudited condensed consolidated financial statements for the three months ended December 31, 2023 and 2022.
Income Taxes	Income Taxes OneWater Inc is a corporation and as a result, is subject to U.S. federal, state and local income taxes. We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events included in the consolidated financial statements. Under this method, we determine deferred tax assets and liabilities on the basis of the differences between the book value and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period in which the enactment date occurs. We recognize deferred tax assets to the extent we believe these assets are more-likely-than-not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations. OneWater LLC is treated as a partnership for U.S. federal income tax purposes and therefore does not pay U.S. federal income tax on its taxable income. Instead, the OneWater LLC members are liable for U.S. federal income tax on their respective shares of the Company’s taxable income reported on the members’ U.S. federal income tax returns. When there are situations with uncertainty as to the timing of the deduction, the amount of the deduction, or the validity of the deduction, the Company adjusts the financial statements to reflect only those tax positions that are more-likely-than-not to be sustained. Positions that meet this criterion are measured using the largest benefit that is more than 50% likely to be realized. Interest and penalties related to income taxes are included in the benefit (provision) for income taxes in the consolidated statements of operations.
Vendor Consideration Received	Vendor Consideration Received Consideration received from vendors is accounted for in accordance with FASB Accounting Standards Codification 330, ‘‘Inventory’’ (‘‘ASC 330’’). Pursuant to ASC 330, manufacturer incentives based upon cumulative volume of sales and purchases are recorded as a reduction of inventory cost and related cost of sales when the amounts are probable and reasonably estimable.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenues and expenses during the periods presented. Actual results could differ materially from these estimates. Estimates and assumptions are reviewed periodically, and the effects of any revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Significant estimates made in the accompanying unaudited condensed consolidated financial statements include, but are not limited to, those relating to inventory mark downs, certain assumptions related to intangible and long-lived assets and valuation of contingent consideration.
Segment Information	Segment Information
New Accounting Pronouncements	New Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805) – Accounting for Contract Assets and Contract Liabilities from Contracts with Customers”, which is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to the recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer. The pronouncement is effective for a public company’s annual reporting periods beginning after December 15, 2022, and interim periods within those annual periods. The Company adopted the pronouncement in fiscal first quarter 2024. The adoption of the guidance did not have a material impact on the Company's financial statements. In November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures", which is intended to improve financial reporting by requiring disclosures of incremental segment information on an annual and interim basis. The pronouncement is effective for a public company's annual reporting periods beginning after December 15, 2023, and interim periods within annual reporting periods beginning after December 15, 2024. The Company is currently evaluating the impact that this standard will have on the consolidated financial statements. The Company plans to adopt the pronouncement in fiscal year 2025. In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures", which is intended to improve the transparency, effectiveness and comparability of income tax disclosures by requiring greater disaggregation of information and additional disclosures. The pronouncement is effective for a public company's annual reporting periods beginning after December 15, 2024. The Company is currently evaluating the impact that this standard will have on the consolidated financial statements. The Company plans to adopt the pronouncement in fiscal year 2026. Other than as noted above, there are no new accounting pronouncements that are expected to have a material effect on our consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Summary of Contract Liabilities	The activity in customer deposits for the three months ended December 31, 2023 is as follows: ($ in thousands) Three Months Ended December 31, 2023 Beginning contract liability $ 51,649 Revenue recognized from contract liabilities included in the beginning balance (31,378) Increases due to cash received, net of amounts recognized in revenue during the period 30,706 Ending contract liability $ 50,977
Summary of Percentages on Timing of Revenue Recognition	The following table sets forth percentages on the timing of revenue recognition for the three months ended December 31, 2023 and 2022. Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Goods and services transferred at a point in time 92.7 % 92.8 % Goods and services transferred over time 7.3 % 7.2 % Total Revenue 100.0 % 100.0 %

Accounts Receivable (Tables)

Accounts Receivable (Tables)	3 Months Ended
	Dec. 31, 2023
Receivables [Abstract]
Summary of Accounts Receivable	Accounts receivable consisted of the following: ($ in thousands) December 31, 2023 September 30, 2023 Trade accounts receivable $ 24,888 $ 32,065 Contracts in transit 14,865 25,425 Manufacturer receivable 8,766 11,288 Receivable for proceeds on the disposition of a business — 45,100 Total accounts receivable 48,519 113,878 Less – allowance for credit losses (634) (703) Total accounts receivable, net $ 47,885 $ 113,175

Inventories (Tables)

Inventories (Tables)	3 Months Ended
	Dec. 31, 2023
Inventory Disclosure [Abstract]
Summary of Inventories	Inventories consisted of the following at: ($ in thousands) December 31, 2023 September 30, 2023 New vessels $ 557,754 $ 471,147 Pre-owned vessels 74,144 61,627 Work in process, parts and accessories 74,907 76,842 Total inventories, net $ 706,805 $ 609,616

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Changes in Goodwill and Identifiable Intangible Assets	The changes in goodwill and intangible assets are as follows: Goodwill Trade Names Developed Technologies Customer Relationships Domain Names Internally Developed Total ($ in thousands) Unamortized Unamortized Amortized Amortized Amortized Amortized Net balance as of September 30, 2023 336,602 149,921 4,419 52,114 2,387 3,483 212,324 Acquisitions during the three months ended December 31, 2023 — — — — — 428 428 Accumulated amortization for the three months ended December 31, 2023 — — (51) (1,137) (159) (232) (1,579) Net balance as of December 31, 2023 $ 336,602 $ 149,921 $ 4,368 $ 50,977 $ 2,228 $ 3,679 $ 211,173
Summary of Expected Amortization Expense	The following table summarizes the expected amortization expense for fiscal years 2024 through 2028 and thereafter ($ in thousands): 2024 (excluding the three months ended December 31, 2023) $ 6,207 2025 8,276 2026 8,276 2027 8,033 2028 6,638 Thereafter 23,822 $ 61,252

Long-term Debt and Line of Cr_2

Long-term Debt and Line of Credit (Tables)	3 Months Ended
	Dec. 31, 2023
Long-Term Debt, Unclassified [Abstract]
Summary of Long-term Debt and Line of Credit	Long-term debt consisted of the following at: ($ in thousands) December 31, 2023 September 30, 2023 Term note payable to Truist Bank, secured and bearing interest at 7.66% at December 31, 2023 and 7.53% at September 30, 2023. The note requires quarterly principal payments commencing on December 31, 2022 and maturing with a full repayment on August 9, 2027 $ 397,750 $ 428,313 Revolving note payable for an amount up to $65.0 million to Truist Bank, secured and bearing interest at 8.33% at December 31, 2023 and 7.50% at September 30, 2023. The note requires full repayment on August 9, 2027 44,500 30,000 Notes payable to commercial vehicle lenders secured by the value of the vehicles bearing interest at rates ranging from 0.0% to 10.8% per annum. The notes require monthly installment payments of principal and interest ranging from $200 to $3,100 through September 2028 3,388 3,645 Note payable to Norfolk Marine Company, unsecured and bearing interest at 4.0% per annum. The note requires quarterly interest payments, with a balloon payment of principal due on December 1, 2024 1,126 1,126 Note payable to Tom George Yacht Group, unsecured and bearing interest at 5.5% per annum. The note requires quarterly interest payments, with a balloon payment of principal due on December 1, 2023 — 2,056 Total debt outstanding 446,764 465,140 Less current portion (net of debt issuance costs) (6,125) (29,324) Less unamortized portion of debt issuance costs (6,957) (7,377) Long-term debt, net of current portion and unamortized debt issuance costs $ 433,682 $ 428,439

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	3 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Summary of Restricted Stock Units Activity	The following table further summarizes activity related to restricted stock units for the three months ended December 31, 2023: Restricted Stock Unit Awards Number of Shares Weighted Average Unvested at September 30, 2023 524,785 $ 28.86 Awarded 346,481 25.62 Vested (191,624) 26.86 Forfeited — — Unvested at December 31, 2023 679,642 $ 27.77
Summary of Calculation of Net (Loss) Earnings Per Share	The following table sets forth the calculation of net (loss) earnings per share for the three months ended December 31, 2023 and 2022 (in thousands, except per share data): Net (loss) earnings per share: Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Numerator: Net (loss) income attributable to OneWater Inc $ (7,170) $ 8,900 Denominator: Weighted-average number of unrestricted outstanding common shares used to calculate basic net (loss) income per share 14,540 14,297 Effect of dilutive securities: Restricted stock units - 284 Employee stock purchase plan - 6 Diluted weighted-average shares of Class A common stock outstanding used to calculate diluted net (loss) earnings per share 14,540 14,587 Net (loss) earnings per share of Class A common stock – basic $ (0.49) $ 0.62 Net (loss) earnings per share of Class A common stock – diluted $ (0.49) $ 0.61
Summary of Antidilutive Securities Excluded From Calculation	The following number of weighted-average potentially dilutive shares were excluded from the calculation of diluted net (loss) earnings per share because the effect of including such potentially dilutive shares would have been antidilutive upon conversion (in thousands): Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Class B common stock 1,430 1,430 Restricted Stock Units 495 377 Employee Stock Purchase Plan 26 - 1,951 1,807
Summary of Weighted Average Assumptions	The following are the weighted-average assumptions used for the period ended December 31, 2023 and 2022 : 2023 2022 Dividend yield 0.0 % 0.0 % Risk-free interest rate 5.5 % 2.5 % Volatility 37.6 % 57.4 % Expected life Six months Six months

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Summary of Financial Assets and Liabilities Measured at Fair Value	The following tables summarize the Company’s financial assets and liabilities measured at fair value in the accompanying unaudited condensed consolidated balance sheets as of December 31, 2023 and September 30, 2023 December 31, 2023 ($ in thousands) Level 1 Level 2 Level 3 Total Assets: Investment in Equity Securities $ 214 $ - $ - $ 214 Liabilities: Contingent Consideration - - 20,565 20,565 September 30, 2023 ($ in thousands) Level 1 Level 2 Level 3 Total Assets: Investment in Equity Securities $ 326 $ - $ - $ 326 Liabilities: Contingent Consideration - - 21,181 21,181
Summary of Unrealized Gains (Losses) Recognized Related to Equity Securities	The portion of unrealized losses recognized related to equity securities still held as of December 31, 2023 and 2022 consists of the following: ($ in thousands) Three Months Ended December 31, 2023 Three Months Ended December 31, 2022 Net loss recognized during the period on equity securities $ 112 $ 260 Less net loss recognized during the period on equity securities sold during the period - - Unrealized loss recognized during the reporting period on equity securities still held at the reporting date $ 112 $ 260
Summary of Changes in Fair Value of Contingent Consideration	The following table sets forth the changes in fair value of our contingent consideration for the three months ended December 31, 2023: ($ in thousands) Three Months Ended December 31, 2023 Balance as of September 30, 2023 $ 21,181 Additions from acquisitions — Settlement of contingent consideration (1,188) Change in fair value, including accretion 572 Balance as of December 31, 2023 $ 20,565

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Dec. 31, 2023
Segment Reporting [Abstract]
Summary of Reportable Segment Financial Information	Reportable segment financial information as of and for the three months ended December 31, 2023 and 2022 are as follows: As of and for the Three Months Ended December 31, 2023 ($ in thousands) Dealerships Distribution Eliminations Total Revenue $ 331,607 $ 32,466 $ (60) $ 364,013 Income (loss) from operations 6,943 (465) (7) 6,471 Depreciation and amortization 2,902 2,003 — 4,905 Transaction costs 440 139 — 579 Change in fair value of contingent consideration 572 — — 572 Total assets 1,445,553 247,553 (33) 1,693,073 As of and for the Three Months Ended December 31, 2022 ($ in thousands) Dealerships Distribution Eliminations Total Revenue $ 326,773 $ 39,886 $ — $ 366,659 Income (loss) from operations 29,853 (3,317) — 26,536 Depreciation and amortization 2,375 3,807 — 6,182 Transaction costs 1,182 148 — 1,330 Change in fair value of contingent consideration (1,543) 134 — (1,409) Total assets 1,283,821 388,272 — 1,672,093

Description of Company and Ba_3

Description of Company and Basis of Presentation (Details)	3 Months Ended
	Dec. 31, 2023 brand location state center	Dec. 31, 2022	Oct. 31, 2023	Dec. 31, 2021
Description of Company and Basis of Presentation [Line Items]
Number of retail locations | location	98
Number of distribution centers | center	10
Number of states in which entity operates | state	18
Number of top brands | brand	10
Economic interest of quality assets and operations	100%			80%
Acquired economic interest of quality assets and operations			20%
OneWater LLC
Description of Company and Basis of Presentation [Line Items]
Ownership interest in subsidiaries	91%
Revenue Benchmark | Product Concentration Risk | Top Ten Brands
Description of Company and Basis of Presentation [Line Items]
Concentration risk, percentage	48.90%	42.90%
Revenue Benchmark | Supplier Concentration Risk | Malibu Boats, Inc
Description of Company and Basis of Presentation [Line Items]
Concentration risk, percentage	13.60%	13%

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Narrative (Details) $ in Millions	3 Months Ended
	Dec. 31, 2023 USD ($) segment	Sep. 30, 2023 USD ($)
Accounting Policies [Abstract]
Property, plant and equipment, useful life	10 years
Allowance for credit loss, current | $	$ 3.3	$ 4.4
Number of operating segments | segment	2

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Summary of Contract Liabilities (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($)
Contract With Customer, Liability [Roll Forward]
Beginning contract liability	$ 51,649
Revenue recognized from contract liabilities included in the beginning balance	(31,378)
Increases due to cash received, net of amounts recognized in revenue during the period	30,706
Ending contract liability	$ 50,977

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Summary of Percentages on Timing of Revenue Recognition (Details) - Revenue from Contract with Customer Benchmark - Product Concentration Risk	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	100%	100%
Goods and services transferred at a point in time
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	92.70%	92.80%
Goods and services transferred over time
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	7.30%	7.20%

Acquisitions - Narrative (Detai

Acquisitions - Narrative (Details) - Quality Assets and Operations, LLC $ in Millions	Oct. 31, 2023 USD ($)
Business Acquisition [Line Items]
Company owns economic interest	20%
Economic interest consideration	$ 18.8
Economic interest percentage	100%

Accounts Receivable (Details)

Accounts Receivable (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Receivables [Abstract]
Finance contracts maximum funding period	30 days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	$ 48,519	$ 113,878
Less – allowance for credit losses	(634)	(703)
Total accounts receivable, net	47,885	113,175
Trade accounts receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	24,888	32,065
Contracts in transit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	14,865	25,425
Manufacturer receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	8,766	11,288
Receivable for proceeds on the disposition of a business
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total accounts receivable	$ 0	$ 45,100

Inventories (Details)

Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Inventory [Line Items]
Total inventories, net	$ 706,805	$ 609,616
New vessels
Inventory [Line Items]
Total inventories, net	557,754	471,147
Pre-owned vessels
Inventory [Line Items]
Total inventories, net	74,144	61,627
Work in process, parts and accessories
Inventory [Line Items]
Total inventories, net	$ 74,907	$ 76,842

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Summary of Changes in Goodwill and Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Goodwill [Roll Forward]
Net balance - beginning of period	$ 336,602
Acquisition	0
Net balance - end of period	336,602
Finite-Lived Intangible Assets [Roll Forward]
Accumulated amortization	(1,579)	$ (3,300)
Net balance - end of period	61,252
Intangible Assets Disclosure [Roll Forward]
Net balance - beginning of period	212,324
Acquisition	428
Amortization of intangible assets	1,579	$ 3,300
Net balance - end of period	211,173
Trade Names
Indefinite-Lived Intangible Assets [Roll Forward]
Net balance - beginning of period	149,921
Acquisitions	0
Net balance - end of period	149,921
Developed Technologies
Finite-Lived Intangible Assets [Roll Forward]
Net balance - beginning of period	4,419
Acquisitions	0
Accumulated amortization	(51)
Net balance - end of period	4,368
Intangible Assets Disclosure [Roll Forward]
Amortization of intangible assets	51
Customer Relationships
Finite-Lived Intangible Assets [Roll Forward]
Net balance - beginning of period	52,114
Acquisitions	0
Accumulated amortization	(1,137)
Net balance - end of period	50,977
Intangible Assets Disclosure [Roll Forward]
Amortization of intangible assets	1,137
Domain Names
Finite-Lived Intangible Assets [Roll Forward]
Net balance - beginning of period	2,387
Acquisitions	0
Accumulated amortization	(159)
Net balance - end of period	2,228
Intangible Assets Disclosure [Roll Forward]
Amortization of intangible assets	159
Internally Developed Software
Finite-Lived Intangible Assets [Roll Forward]
Net balance - beginning of period	3,483
Acquisitions	428
Accumulated amortization	(232)
Net balance - end of period	3,679
Intangible Assets Disclosure [Roll Forward]
Amortization of intangible assets	$ 232

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Indefinite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 1,579	$ 3,300
Weighted average useful life	3 years 9 months 18 days
Goodwill	$ 336,602		$ 336,602
Dealerships
Indefinite-Lived Intangible Assets [Line Items]
Goodwill	295,300		295,300
Distribution
Indefinite-Lived Intangible Assets [Line Items]
Goodwill	$ 41,300		$ 41,300

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Summary of Expected Amortization Expense (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (excluding the three months ended December 31, 2023)	$ 6,207
2025	8,276
2026	8,276
2027	8,033
2028	6,638
Thereafter	23,822
Total	$ 61,252

Notes Payable - Floor Plan (Det

Notes Payable - Floor Plan (Details) - Inventory Financing Facility - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2023	Nov. 14, 2023	Sep. 30, 2023
Line of Credit Facility [Abstract]
Maximum borrowing capacity		$ 650
Outstanding balance of facility	$ 562.8		$ 489
Line of credit facility, remaining borrowing capacity	$ 87.2		$ 61
Minimum | New Inventory
Line of Credit Facility [Abstract]
Credit facility, interest rate	8.21%		8.18%
Minimum | Pre-owned Inventory
Line of Credit Facility [Abstract]
Credit facility, interest rate	8.46%		8.43%
Maximum | New Inventory
Line of Credit Facility [Abstract]
Credit facility, interest rate	10.46%		10.43%
Maximum | Pre-owned Inventory
Line of Credit Facility [Abstract]
Credit facility, interest rate	10.71%		10.68%
Wells Fargo
Line of Credit Facility [Abstract]
Percentage of finance provided of vendor invoice price	100%
SOFR
Line of Credit Facility [Abstract]
Debt instrument, term of variable rate	30 days
SOFR | Minimum | New Boats
Line of Credit Facility [Abstract]
Debt instrument, variable interest rate	2.75%
SOFR | Maximum | New Boats
Line of Credit Facility [Abstract]
Debt instrument, variable interest rate	5%
Boat Rate | New Boats
Line of Credit Facility [Abstract]
Debt instrument, variable interest rate	0.25%

Long-term Debt and Line of Cr_3

Long-term Debt and Line of Credit - Narrative (Details)	Aug. 09, 2022 USD ($)
A&R Term Loan
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 445,000,000
A&R Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity	65,000,000
Increase in revolving commitment	$ 125,000,000
A&R Credit Facility | Term SOFR | Minimum
Debt Instrument [Line Items]
Debt instrument, variable interest rate	1.75%
A&R Credit Facility | Term SOFR | Maximum
Debt Instrument [Line Items]
Debt instrument, variable interest rate	2.75%
A&R Credit Facility | Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 5,000,000
A&R Credit Facility | Swingline Loans
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 5,000,000

Long-term Debt and Line of Cr_4

Long-term Debt and Line of Credit - Summary of Long-term Debt and Line of Credit (Details) - USD ($)	3 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Debt Instrument [Line Items]
Total debt outstanding	$ 446,764,000	$ 465,140,000
Less current portion (net of debt issuance costs)	(6,125,000)	(29,324,000)
Less unamortized portion of debt issuance costs	(6,957,000)	(7,377,000)
Long-term debt, net of current portion and unamortized debt issuance costs	433,682,000	428,439,000
Term note payable to Truist Bank, secured and bearing interest at 7.66% at December 31, 2023 and 7.53% at September 30, 2023. The note requires quarterly principal payments commencing on December 31, 2022 and maturing with a full repayment on August 9, 2027
Debt Instrument [Line Items]
Total debt outstanding	$ 397,750,000	$ 428,313,000
Debt instrument, interest rate, stated percentage	7.66%	7.53%
Revolving note payable for an amount up to $65.0 million to Truist Bank, secured and bearing interest at 8.33% at December 31, 2023 and 7.50% at September 30, 2023. The note requires full repayment on August 9, 2027
Debt Instrument [Line Items]
Total debt outstanding	$ 44,500,000	$ 30,000,000
Debt instrument, interest rate, stated percentage	8.33%	7.50%
Line of credit facility, maximum borrowing capacity	$ 65,000,000
Notes payable to commercial vehicle lenders secured by the value of the vehicles bearing interest at rates ranging from 0.0% to 10.8% per annum. The notes require monthly installment payments of principal and interest ranging from $200 to $3,100 through September 2028
Debt Instrument [Line Items]
Total debt outstanding	$ 3,388,000	$ 3,645,000
Notes payable to commercial vehicle lenders secured by the value of the vehicles bearing interest at rates ranging from 0.0% to 10.8% per annum. The notes require monthly installment payments of principal and interest ranging from $200 to $3,100 through September 2028 | Minimum
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	0%
Debt instrument, periodic payment	$ 200,000
Notes payable to commercial vehicle lenders secured by the value of the vehicles bearing interest at rates ranging from 0.0% to 10.8% per annum. The notes require monthly installment payments of principal and interest ranging from $200 to $3,100 through September 2028 | Maximum
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	10.80%
Debt instrument, periodic payment	$ 3,100,000
Note payable to Norfolk Marine Company, unsecured and bearing interest at 4.0% per annum. The note requires quarterly interest payments, with a balloon payment of principal due on December 1, 2024
Debt Instrument [Line Items]
Total debt outstanding	$ 1,126,000	1,126,000
Debt instrument, interest rate, stated percentage	4%
Note payable to Tom George Yacht Group, unsecured and bearing interest at 5.5% per annum. The note requires quarterly interest payments, with a balloon payment of principal due on December 1, 2023
Debt Instrument [Line Items]
Total debt outstanding	$ 0	$ 2,056,000
Debt instrument, interest rate, stated percentage	5.50%

Stockholders_ Equity - Narrativ

Stockholders’ Equity - Narrative (Details) $ in Thousands				3 Months Ended		12 Months Ended
	Oct. 02, 2023 intallment shares	Oct. 01, 2023 intallment shares	Feb. 23, 2021 shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 USD ($) shares	Sep. 30, 2023 USD ($)	Mar. 31, 2023 USD ($) shares	Mar. 30, 2022 USD ($)
Share-Based Payment Arrangement [Abstract]
Percentage of expected performance targets to be achieved target award				100%
Authorized amount | $								$ 50,000
Stock repurchase program, remaining authorized repurchase amount | $				$ 48,100
Equity-based awards | $				$ 2,392	$ 2,572
Employee Stock
Share-Based Payment Arrangement [Abstract]
Shares issued as part of employee stock purchase plan (in shares) | shares				0	0
Equity-based awards | $				$ 100	$ 200
Stock to be purchased under ESPP | $				$ 700		$ 400
Performance Shares
Share-Based Payment Arrangement [Abstract]
Awarded (in shares) | shares				141,924
Percentage of target award granted				100%
Number of shares of common stock consisted in each unit (in shares) | shares				1
Number of equal annual installments for vesting | intallment	3
Share-based payment arrangement, expense | $				$ 900	1,100
Time-Based Restricted Stock Units
Share-Based Payment Arrangement [Abstract]
Awarded (in shares) | shares	170,397	34,160		204,557
Number of equal annual installments for vesting | intallment		3
Restricted Stock Units
Share-Based Payment Arrangement [Abstract]
Awarded (in shares) | shares				346,481
Share-based payment arrangement, expense | $				$ 2,300	$ 2,300
Nonvested award | $				$ 9,900
Cost not yet recognized, period for recognition				1 year 4 months 24 days
Class A Common Stock
Share-Based Payment Arrangement [Abstract]
Capital shares reserved for future issuance (in shares) | shares				1,597,426
Repurchased shares (in shares) | shares				0
Repurchased and retired shares (in shares) | shares							73,487
Repurchase and retirement of shares amount | $							$ 1,900
Percentage of outstanding shares, ESPP issuance			1%
Class A Common Stock | Maximum
Share-Based Payment Arrangement [Abstract]
Shares issued as part of employee stock purchase plan (in shares) | shares			512,959

Stockholders_ Equity - Summary

Stockholders’ Equity - Summary of Restricted Stock Units Activity (Details) - Restricted Stock Units	3 Months Ended
	Dec. 31, 2023 $ / shares shares
Number of Shares
Beginning balance (in shares) | shares	524,785
Awarded (in shares) | shares	346,481
Vested (in shares) | shares	(191,624)
Forfeited (in shares) | shares	0
Ending balance (in shares) | shares	679,642
Weighted Average Grant Date Fair Value
Beginning balance (in usd per share) | $ / shares	$ 28.86
Awarded (in usd per shares) | $ / shares	25.62
Vested (in usd per shares) | $ / shares	26.86
Forfeited (in usd per shares) | $ / shares	0
Ending balance (in usd per share) | $ / shares	$ 27.77

Stockholders_ Equity - Summar_2

Stockholders’ Equity - Summary of Net (Loss) Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net (loss) income attributable to OneWater Inc	$ (7,170)	$ 8,900
Class A Common Stock
Denominator:
Weighted-average number of unrestricted outstanding common shares used to calculate basic net (loss) income per share (in shares)	14,540	14,297
Weighted Average Number of Shares Outstanding, Diluted, Adjustment [Abstract]
Diluted weighted-average shares of Class A common stock outstanding used to calculate diluted net (loss) earnings per share (in shares)	14,540	14,587
Net (loss) earnings per share of Class A common stock – basic (in usd per share)	$ (0.49)	$ 0.62
Net (loss) earnings per share of Class A common stock – diluted (in usd per share)	$ (0.49)	$ 0.61
Class A Common Stock | Employee Stock
Weighted Average Number of Shares Outstanding, Diluted, Adjustment [Abstract]
Restricted stock unit and employee stock purchase plan (in shares)	0	6
Class A Common Stock | Restricted Stock Units
Weighted Average Number of Shares Outstanding, Diluted, Adjustment [Abstract]
Restricted stock unit and employee stock purchase plan (in shares)	0	284

Stockholders_ Equity - Summar_3

Stockholders’ Equity - Summary of Antidilutive Securities (Details) - shares shares in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted weighted average shares (in shares)	1,951	1,807
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted weighted average shares (in shares)	495	377
Employee Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted weighted average shares (in shares)	26	0
Class B Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted weighted average shares (in shares)	1,430	1,430

Stockholders_ Equity - Summar_4

Stockholders’ Equity - Summary of Employee Stock Purchase Plan (Details)	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Equity [Abstract]
Dividend yield	0%	0%
Risk-free interest rate	5.50%	2.50%
Volatility	37.60%	57.40%
Expected life	6 months	6 months

Fair Value Measures - Summary o

Fair Value Measures - Summary of Financial Assets and Liabilities Measured at Fair Value (Details) - Reported Value Measurement - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Assets:
Investment in Equity Securities	$ 214	$ 326
Liabilities:
Contingent Consideration	20,565	21,181
Level 1
Assets:
Investment in Equity Securities	214	326
Liabilities:
Contingent Consideration	0	0
Level 2
Assets:
Investment in Equity Securities	0	0
Liabilities:
Contingent Consideration	0	0
Level 3
Assets:
Investment in Equity Securities	0	0
Liabilities:
Contingent Consideration	$ 20,565	$ 21,181

Fair Value Measures - Summary_2

Fair Value Measures - Summary of Unrealized Losses Recognized Related to Equity Securities (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Fair Value Disclosures [Abstract]
Net loss recognized during the period on equity securities	$ 112	$ 260
Less net loss recognized during the period on equity securities sold during the period	0	0
Unrealized loss recognized during the reporting period on equity securities still held at the reporting date	$ 112	$ 260

Fair Value Measures - Summary_3

Fair Value Measures - Summary of Changes in Fair Value of Contingent Consideration (Details) - Liability $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 21,181
Additions from acquisitions	0
Settlement of contingent consideration	(1,188)
Change in fair value, including accretion	572
Ending balance	$ 20,565

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate reconciliation (in percent)	22.20%	22.80%
Operating loss carryforwards			$ 6
Deferred tax assets, operating loss carryforwards			1.6
Tax receivable agreement liability	$ 43.1		$ 43.1
Percentage of net cash savings	85%

Leases (Details)

Leases (Details)	Dec. 31, 2023
Minimum
Operating Leased Assets [Line Items]
Lessor, operating lease, renewal term	1 year
Maximum
Operating Leased Assets [Line Items]
Lessor, operating lease, renewal term	10 years

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Related Party Transaction [Line Items]
Purchase of inventories	$ 49,800	$ 21,300
Expenses incurred	700	500
Total revenues	364,013	366,659
Accounts receivable, net	47,885		$ 113,175
Accounts payable	18,897		27,113
Affiliated Entities and Individuals
Related Party Transaction [Line Items]
Total revenues	1,100	$ 1,200
Affiliated Entity
Related Party Transaction [Line Items]
Accounts receivable, net	500		4,700
Accounts payable	$ 100		$ 0

Segment Information (Details)

Segment Information (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($) segment	Dec. 31, 2022 USD ($)	Sep. 30, 2023 USD ($)
Segment Information [Abstract]
Number of reportable segments | segment	2
Revenue	$ 364,013	$ 366,659
Income (loss) from operations	6,471	26,536
Depreciation and amortization	4,905	6,182
Transaction costs	579	1,330
Change in fair value of contingent consideration	572	(1,409)
Total assets	1,693,073	1,672,093	$ 1,689,159
Eliminations
Segment Information [Abstract]
Revenue	(60)	0
Income (loss) from operations	(7)	0
Depreciation and amortization	0	0
Transaction costs	0	0
Change in fair value of contingent consideration	0	0
Total assets	(33)	0
Dealerships | Operating Segments
Segment Information [Abstract]
Revenue	331,607	326,773
Income (loss) from operations	6,943	29,853
Depreciation and amortization	2,902	2,375
Transaction costs	440	1,182
Change in fair value of contingent consideration	572	(1,543)
Total assets	1,445,553	1,283,821
Distribution | Operating Segments
Segment Information [Abstract]
Revenue	32,466	39,886
Income (loss) from operations	(465)	(3,317)
Depreciation and amortization	2,003	3,807
Transaction costs	139	148
Change in fair value of contingent consideration	0	134
Total assets	$ 247,553	$ 388,272