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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2024
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number: 001-36290
Malibu Boats.jpg
MALIBU BOATS, INC.
(Exact Name of Registrant as specified in its charter)
Delaware
5075 Kimberly Way, Loudon, Tennessee 37774
46-4024640
(State or other jurisdiction of
incorporation or organization)
(Address of principal executive offices,
including zip code)
(I.R.S. Employer
Identification No.)
(865) 458-5478
(Registrant’s telephone number,
including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.01 MBUUNasdaq Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large Accelerated Filer   Accelerated filer 
Non-accelerated filer 
  
  Smaller reporting company 
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes No
Class A Common Stock, par value $0.01, outstanding as of October 28, 2024:
19,715,202 shares
Class B Common Stock, par value $0.01, outstanding as of October 28, 2024:
12 shares


TABLE OF CONTENTS
 
 Page

i

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements. All statements other than statements of historical facts contained in this Form 10-Q are forward-looking statements, including statements regarding demand for our products and expected industry trends, our business strategy and plans, our prospective products or products under development, our vertical integration initiatives, our acquisition strategy and management’s objectives for future operations. In particular, many of the statements under the heading “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” constitute forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” the negative of these terms, or by other similar expressions that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions, involving known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Such factors include, but are not limited to: our large fixed cost base; our ability to execute our manufacturing strategy; our ability to accurately forecast demand for our products; increases in the cost of, or unavailability of, raw materials, component parts and transportation costs; disruptions in our suppliers’ operations; our reliance on third-party suppliers for raw materials and components; our reliance on certain suppliers for our engines and outboard motors; climate events in areas where we operate; our ability to meet our manufacturing workforce needs; our dependence on key management employees; our ability to grow our business through acquisitions and integrate such acquisitions to fully realize their expected benefits; our growth strategy which may require us to secure significant additional capital; our ability to enhance existing products and develop and market new or enhanced products; our ability to protect our intellectual property; compromises or disruptions to our network and information systems; risks inherent in operating in foreign jurisdictions; general economic conditions; the continued strength and positive perception of our brands; the sale of boats previously held in inventory by our former dealer, Tommy’s Boats; increased consumer preference for used boats, alternative fuel-powered boats or the supply of new boats by competitors in excess of demand; the seasonality of our business; competition within our industry and with other activities for consumers’ scarce leisure time; changes in currency exchange rates; inflation and heightened interest rates; our reliance on our network of independent dealers and increasing competition for dealers; the financial health of our dealers and their continued access to financing; our obligation to repurchase inventory of certain dealers; our exposure risks associated with litigation, investigation and regulatory proceedings; an impairment in the carrying value of goodwill, trade names and other long-lived assets; any failure to comply with laws and regulations including environmental, workplace safety and other regulatory requirements; covenants in our credit agreement governing our revolving credit facility which may limit our operating flexibility; our obligation to make certain payments under a tax receivable agreement; and any failure to maintain effective internal control over financial reporting or disclosure controls or procedures. We discuss many of these factors, risks and uncertainties in greater detail under the heading “Item 1A. Risk Factors” in our Form 10-K for the year ended June 30, 2024, filed with the Securities and Exchange Commission on August 29, 2024, as such disclosures may be amended, supplemented or superseded from time to time by other reports we file with the Securities and Exchange Commission, including subsequent annual reports on Form 10-K and quarterly reports on Form 10-Q.
You should not rely on forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from those suggested by the forward-looking statements for various reasons. Except as required by law, we assume no obligation to update forward-looking statements for any reason after the date of this Form 10-Q to conform these statements to actual results or to changes in our expectations.
ii

Part I - Financial Information


Item 1. Financial Statements
MALIBU BOATS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited)
(In thousands, except share and per share data)
 Three Months Ended 
September 30,
 20242023
Net sales$171,580 $255,830 
Cost of sales143,371 199,036 
Gross profit28,209 56,794 
Operating expenses:  
Selling and marketing4,864 5,752 
General and administrative27,240 20,705 
Amortization1,716 1,715 
Operating (loss) income(5,611)28,622 
Other expense (income), net:  
Other income, net(10)(10)
Interest expense396 884 
Other expense, net386 874 
(Loss) income before (benefit) provision for income taxes(5,997)27,748 
(Benefit) provision for income taxes(850)6,978 
Net (loss) income (5,147)20,770 
Net (loss) income attributable to non-controlling interest(99)511 
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Comprehensive (loss) income:
Net (loss) income$(5,147)$20,770 
Other comprehensive income (loss):
Change in cumulative translation adjustment968 (751)
Other comprehensive income (loss)968 (751)
Comprehensive (loss) income(4,179)20,019 
Less: comprehensive (loss) income attributable to non-controlling interest, net of tax(80)493 
Comprehensive (loss) income attributable to Malibu Boats, Inc., net of tax$(4,099)$19,526 
Weighted-average shares outstanding used in computing net (loss) income per share:
Basic20,025,742 20,586,487 
Diluted20,025,742 20,684,230 
Net (loss) income available to Class A Common Stock per share:
Basic$(0.25)$0.98 
Diluted $(0.25)$0.98 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements (Unaudited).
1

MALIBU BOATS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
(In thousands, except share and per share data)
September 30, 2024June 30, 2024
Assets  
Current assets  
Cash$27,659 $26,945 
Trade receivables, net34,767 23,141 
Inventories, net146,872 145,573 
Prepaid expenses and other current assets12,280 6,470 
Total current assets221,578 202,129 
Property, plant and equipment, net245,492 244,601 
Goodwill51,645 51,415 
Other intangible assets, net173,760 175,449 
Deferred tax assets59,312 58,097 
Other assets7,350 7,933 
Total assets$759,137 $739,624 
Liabilities  
Current liabilities  
Accounts payable$31,609 $19,152 
Accrued expenses110,892 119,430 
Income taxes and tax distribution payable260 4 
Total current liabilities142,761 138,586 
Deferred tax liabilities17,773 17,661 
Other liabilities7,619 8,045 
Payable pursuant to tax receivable agreement40,613 40,613 
Long-term debt28,000  
Total liabilities236,766 204,905 
Commitments and contingencies (See Note 15)
Stockholders' Equity  
Class A Common Stock, par value $0.01 per share, 100,000,000 shares authorized; 19,882,630 shares issued and outstanding as of September 30, 2024; 20,181,542 issued and outstanding as of June 30, 2024
197 200 
Class B Common Stock, par value $0.01 per share, 25,000,000 shares authorized; 12 shares issued and outstanding as of September 30, 2024 and June 30, 2024
  
Preferred Stock, par value $0.01 per share; 25,000,000 shares authorized; no shares issued and outstanding as of September 30, 2024 and June 30, 2024
  
Additional paid in capital56,041 64,222 
Accumulated other comprehensive loss, net of tax(3,230)(4,198)
Accumulated earnings464,737 469,785 
Total stockholders' equity attributable to Malibu Boats, Inc.517,745 530,009 
Non-controlling interest4,626 4,710 
Total stockholders’ equity522,371 534,719 
Total liabilities and stockholders' equity$759,137 $739,624 
The accompanying notes are an integral part of the Condensed Consolidated Financial Statements (Unaudited).
2

MALIBU BOATS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders' Equity (Unaudited)
(In thousands, except number of Class B shares)
 
Class A Common StockClass B Common StockAdditional Paid In CapitalAccumulated Other Comprehensive LossAccumulated EarningsNon-controlling Interest in LLCTotal Stockholders' Equity
SharesAmountSharesAmount
Balance at June 30, 202420,182 $200 12 $ $64,222 $(4,198)$469,785 $4,710 $534,719 
Net loss— — — — — — (5,048)(99)(5,147)
Stock based compensation, net of withholding taxes on vested equity awards(21)— — — 1,869 — — — 1,869 
Issuances of equity for services— — — — 47 — — — 47 
Repurchase and retirement of common stock(278)(3)— — (10,097)— — — (10,100)
Foreign currency translation adjustment— — — — — 968 — 15 983 
Balance at September 30, 202419,883 $197 12 $ $56,041 $(3,230)$464,737 $4,626 $522,371 

Class A Common StockClass B Common StockAdditional Paid In CapitalAccumulated Other Comprehensive LossAccumulated EarningsNon-controlling Interest in LLCTotal Stockholders' Equity
SharesAmountSharesAmount
Balance at June 30, 202320,603 $204 12 $ $86,321 $(4,340)$525,697 $7,871 $615,753 
Net income— — — — — — 20,259 511 20,770 
Stock based compensation, net of withholding taxes on vested equity awards— — — — 1,443 — — — 1,443 
Issuances of equity for services— — — — 47 — — — 47 
Repurchase and retirement of common stock(199)(2)— — (9,617)— — — (9,619)
Distributions to LLC Unit holders— — — — — — — (114)(114)
Foreign currency translation adjustment— — — — — (751)— (17)(768)
Balance at September 30, 202320,404 $202 12 $ $78,194 $(5,091)$545,956 $8,251 $627,512 


The accompanying notes are an integral part of the Condensed Consolidated Financial Statements (Unaudited).
3

MALIBU BOATS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
 Three Months Ended September 30,
 20242023
Operating activities:
Net (loss) income$(5,147)$20,770 
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Non-cash compensation expense1,900 1,460 
Non-cash compensation to directors47 297 
Depreciation 7,374 6,324 
Amortization1,716 1,715 
Deferred income taxes(1,092)4,199 
Other items, net605 533 
Change in operating assets and liabilities:
Trade receivables(11,626)3,501 
Inventories(1,009)(3,217)
Prepaid expenses and other assets(6,559)(4,549)
Accounts payable13,429 (1,995)
Income taxes payable917 675 
Accrued expenses(8,516)(77,650)
Other liabilities(441)(474)
Net cash used in operating activities(8,402)(48,411)
Investing activities:
Purchases of property and equipment(8,626)(39,527)
Net cash used in investing activities(8,626)(39,527)
Financing activities:
Proceeds from revolving credit facility38,000 75,000 
Payments on revolving credit facility(10,000)(10,000)
Cash paid for withholding taxes on vested restricted stock(16) 
Distributions to non-controlling LLC Unit holders (776)
Repurchase and retirement of Class A Common Stock(10,471)(9,619)
Net cash provided by financing activities17,513 54,605 
Effect of exchange rate changes on cash229 (142)
Changes in cash714 (33,475)
Cash—Beginning of period26,945 78,937 
Cash—End of period$27,659 $45,462 
Supplemental cash flow information:
Cash paid for interest$493 $95 
Cash paid for income taxes137 579 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements (Unaudited).
4

MALIBU BOATS, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements
(Dollars in thousands, except per unit and share and per share data)
1. Organization, Basis of Presentation, and Summary of Significant Accounting Policies
Organization
Malibu Boats, Inc. (“MBI” and, together with its subsidiaries, the “Company” or "Malibu"), a Delaware corporation formed on November 1, 2013, is the sole managing member of Malibu Boats Holdings, LLC, a Delaware limited liability company (the "LLC"). The Company operates and controls all of the LLC's business and affairs and, therefore, pursuant to Financial Accounting Standards Board ("FASB") Accounting Standards Codification (“ASC”) Topic 810, Consolidation, consolidates the financial results of the LLC and its subsidiaries, and records a non-controlling interest for the economic interest in the Company held by the non-controlling holders of units in the LLC ("LLC Units"). The LLC was formed in 2006. The LLC, through its wholly owned subsidiary, Malibu Boats, LLC, (“Boats LLC”), is engaged in the design, engineering, manufacturing and marketing of innovative, high-quality, recreational powerboats that are sold through a world-wide network of independent dealers. The Company sells its boats under eight brands -- Malibu, Axis, Pursuit, Maverick, Cobia, Pathfinder, Hewes and Cobalt brands. The Company reports its results of operations under three reportable segments -- Malibu, Saltwater Fishing and Cobalt.
Basis of Presentation
The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim condensed financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and disclosures of results of operations, financial position and changes in cash flow in conformity with GAAP for complete financial statements. Such statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Malibu and subsidiaries for the year ended June 30, 2024, included in the Company's Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted.
Principles of Consolidation
The accompanying unaudited interim condensed consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation.
Recent Accounting Pronouncements
In November 2023, the FASB issued Accounting Standards Update ("ASU") No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant expenses. The updated standard is effective for annual periods beginning in fiscal 2025 and interim periods beginning in the first quarter of fiscal 2026. Early adoption is permitted. The Company is currently evaluating the effect of adopting this ASU.
In December 2023, the FASB issued ASU No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which requires two primary enhancements of 1) disaggregated information on a reporting entity’s effective tax rate reconciliation, and 2) information on income taxes paid. For public business entities, the new requirements will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the effect of adopting this ASU.
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2. Revenue Recognition
The following tables disaggregate the Company's revenue by major product type and geography:
Three Months Ended September 30, 2024
MalibuSaltwater FishingCobaltConsolidated
Revenue by product:
Boat and trailer sales$50,421 $64,437 $49,560 $164,418 
Part and other sales5,598 314 1,250 7,162 
Net Sales$56,019 $64,751 $50,810 $171,580 
Revenue by geography:
North America$50,175 $60,850 $48,217 $159,242 
International5,844 3,901 2,593 12,338 
Net Sales$56,019 $64,751 $50,810 $171,580 
Three Months Ended September 30, 2023
MalibuSaltwater FishingCobaltConsolidated
Revenue by product:
Boat and trailer sales$99,439 $92,252 $57,104 $248,795 
Part and other sales5,566 370 1,099 7,035 
Net Sales$105,005 $92,622 $58,203 $255,830 
Revenue by geography:
North America$97,055 $91,865 $57,456 $246,376 
International7,950 757 747 9,454 
Net Sales$105,005 $92,622 $58,203 $255,830 
Boat and Trailer Sales
Consists of sales of boats and trailers to the Company's dealer network, net of sales returns, discounts, rebates and free flooring incentives. Boat and trailer sales also includes optional boat features. Sales returns consist of boats returned by dealers under the Company's warranty program. Rebates, free flooring and discounts are incentives that the Company provides to its dealers based on sales of eligible products.
Part and Other Sales
Consists primarily of parts and accessories sales, royalty income and clothing sales. Parts and accessories sales include replacement and aftermarket boat parts and accessories sold to the Company's dealer network. Royalty income is earned from license agreements with various boat manufacturers, including Nautique, Chaparral, Mastercraft, and Tige related to the use of the Company's intellectual property.
3. Non-controlling Interest
The non-controlling interest on the unaudited interim condensed consolidated statements of operations and comprehensive (loss) income represents the portion of earnings or loss attributable to the economic interest in the Company's subsidiary, the LLC, held by the non-controlling LLC Unit holders. Non-controlling interest on the unaudited interim condensed consolidated balance sheets represents the portion of net assets of the Company attributable to the non-controlling LLC Unit holders, based
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on the portion of the LLC Units owned by such Unit holders. The ownership of the LLC is summarized as follows:
 As of September 30, 2024As of June 30, 2024
UnitsOwnership %UnitsOwnership %
Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC321,419 1.6 %321,419 1.6 %
Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC19,882,630 98.4 %20,181,542 98.4 %
20,204,049 100.0 %20,502,961 100.0 %
Issuance of Additional LLC Units
Under the first amended and restated limited liability company agreement of the LLC, as amended (the "LLC Agreement"), the Company is required to cause the LLC to issue additional LLC Units to the Company when the Company issues additional shares of Class A Common Stock. Other than in connection with the issuance of Class A Common Stock in connection with an equity incentive program, the Company must contribute to the LLC net proceeds and property, if any, received by the Company with respect to the issuance of such additional shares of Class A Common Stock. The Company must cause the LLC to issue a number of LLC Units equal to the number of shares of Class A Common Stock issued such that, at all times, the number of LLC Units held by the Company equals the number of outstanding shares of Class A Common Stock. During the three months ended September 30, 2024, the Company caused the LLC to issue a total of 1,550 LLC Units to the Company in connection with the issuance of Class A Common Stock for the vesting of awards granted under the Malibu Boats, Inc. Long-Term Incentive Plan (the "Incentive Plan"). During the three months ended September 30, 2024, 463 LLC Units were canceled in connection with the vesting of share-based equity awards to satisfy employee tax withholding requirements and 21,514 LLC Units were canceled in connection with stock awards with a performance condition that was deemed to not be achieved. In connection with the cancellation of LLC Units described above, an equivalent 21,514 treasury shares were retired in accordance with the LLC Agreement. Also during the three months ended September 30, 2024, 278,485 LLC Units were redeemed and canceled by the LLC in connection with the purchase and retirement of 278,485 shares under the Company's stock repurchase program that expires on November 8, 2024.
Distributions and Other Payments to Non-controlling Unit Holders
Distributions for Taxes
As a limited liability company (treated as a partnership for income tax purposes), the LLC does not incur significant federal, state or local income taxes, as these taxes are primarily the obligations of its members. As authorized by the LLC Agreement, the LLC is required to distribute cash, to the extent that the LLC has cash available, on a pro rata basis, to its members to the extent necessary to cover the members’ tax liabilities, if any, with respect to their share of LLC earnings. The LLC makes such tax distributions to its members based on an estimated tax rate and projections of taxable income. If the actual taxable income of the LLC multiplied by the estimated tax rate exceeds the tax distributions made in a calendar year, the LLC may make true-up distributions to its members, if cash or borrowings are available for such purposes. As of September 30, 2024 and June 30, 2024, respectively, tax distributions payable to non-controlling LLC Unit holders were $0. During the three months ended September 30, 2024 and 2023, tax distributions paid to the non-controlling LLC Unit holders were $0 and $776, respectively.
Other Distributions
Pursuant to the LLC Agreement, the Company has the right to determine when distributions will be made to LLC members and the amount of any such distributions. If the Company authorizes a distribution, such distribution will be made to the members of the LLC (including the Company) pro rata in accordance with the percentages of their respective LLC Units.
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4. Inventories
Inventories, net consisted of the following:
 As of September 30, 2024As of June 30, 2024
Raw materials$100,052 $107,245 
Work in progress29,095 20,683 
Finished goods17,725 16,392 
Inventory subject to return1
 1,253 
Total inventories$146,872 $145,573 
(1)    Represents accrual related to Tommy's Boats. See Note 15 of our condensed consolidated financial statements included elsewhere in this report.
5. Property, Plant and Equipment, net
Property, plant and equipment, net consisted of the following:
 As of September 30, 2024As of June 30, 2024
Land$4,890 $4,890 
Building and leasehold improvements171,073 170,958 
Machinery and equipment124,159 118,123 
Furniture and fixtures15,473 15,466 
Construction in process42,386 43,511 
357,981 352,948 
Less: Accumulated depreciation(112,489)(108,347)
Property, plant and equipment, net$245,492 $244,601 
Depreciation expense was $7,374 and $6,324 for the three months ended September 30, 2024 and 2023, respectively, substantially all of which was recorded in cost of sales.
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6. Goodwill and Other Intangible Assets, net
The changes in the carrying amount of goodwill for the three months ended September 30, 2024 were as follows:
MalibuSaltwater FishingCobaltConsolidated
Goodwill as of June 30, 20241
$12,099 $19,525 $19,791 $51,415 
Effect of foreign currency changes on goodwill230   230 
Balance as of September 30, 2024
$12,329 $19,525 $19,791 $51,645 
(1)    Net of accumulated impairment losses of $49,189 in our Saltwater Fishing segment.
The components of other intangible assets were as follows:
As of September 30, 2024As of June 30, 2024Estimated Useful Life (in years)Weighted-Average Remaining Useful Life
(in years)
Definite-lived intangibles:
Dealer relationships$131,816 $131,735 
15-20
14.4
Patent2,600 2,600 
15
7.8
Trade name100 100 155.7
Non-compete agreement48 47 100.1
Total134,564 134,482 
Less: Accumulated amortization(39,804)(38,033)
Total definite-lived intangible assets, net94,760 96,449 
Indefinite-lived intangible:
Trade name79,000 118,200 
Less: Impairment charge (39,200)
Total other intangible assets, net$173,760 $175,449 
Amortization expense recognized on all amortizable intangibles was $1,716 and $1,715 for the three months ended September 30, 2024 and 2023, respectively.
Estimated future amortization expenses as of September 30, 2024 are as follows:
Fiscal years ending June 30:Amount
Remainder of 2025$5,099 
20266,808 
20276,808 
20286,808 
20296,808 
2030 and thereafter62,429 
$94,760 
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7. Accrued Expenses
Accrued expenses consisted of the following:
 As of September 30, 2024As of June 30, 2024
Warranties$36,577 $37,967 
Dealer incentives12,207 28,911 
Accrued compensation17,350 13,791 
Current operating lease liabilities2,101 2,177 
Accrued legal and professional fees27,879 22,467 
Customer deposits4,691 4,270 
Government grant5,511 5,867 
Other accrued expenses4,576 3,980 
Total accrued expenses$110,892 $119,430 
Accrued legal and professional fees include approximately $21,000 in insurance coverage proceeds that are subject in certain cases to reservations of rights by the insurance carriers. The proceeds will be considered a liability in accrued expenses until the resolution of the litigation. Additionally, accrued legal and professional fees includes approximately $3,500 related to the settlement agreement with Mark E. Andrews, Chapter 11 Trustee (the “Trustee”) for Tommy’s Fort Worth LLC and its affiliate debtors, which agreement is subject to approval by the United States Bankruptcy Court of the Northern District of Texas, Fort Worth Division (the "Bankruptcy Court"). For more information, refer to Note 15 of our condensed consolidated financial statements included elsewhere in this report.
Government grant includes approximately $5,511 related to an Economic Development Grant paid by the State of Tennessee in relation to the purchase of the Roane County property purchase and related improvements. The grant requires the Company to create and maintain a specified number of jobs in order to retain the grant. The accrued liability will be relieved as the Company satisfies headcount requirements.
8. Product Warranties
The Company's Malibu and Axis brand boats have a limited warranty for a period up to five years. The Company's Cobalt brand boats have (1) a structural warranty of up to ten years which covers the hull, deck joints, bulkheads, floor, transom, stringers, and motor mount and (2) a five-year bow-to-stern warranty on all components manufactured or purchased (excluding hull and deck structural components), including canvas and upholstery. Gel coat is covered up to three years for Cobalt and one year for Malibu and Axis. Pursuit brand boats have (1) a limited warranty for a period of up to five years on structural components such as the hull, deck and defects in the gel coat surface of the hull bottom and (2) a bow-to-stern warranty of two years (excluding hull and deck structural components). Maverick, Pathfinder and Hewes brand boats have (1) a limited warranty for a period of up to five years on structural components such as the hull, deck and defects in the gelcoat surface of the hull bottom and (2) a bow-to-stern warranty of one year (excluding hull and deck structural components). Cobia brand boats have (1) a limited warranty for a period of up to ten years on structural components such as the hull, deck and defects in the gelcoat surface of the hull bottom and (2) a bow-to-stern warranty of three years (excluding hull and deck structural components). For each boat brand, there are certain materials, components or parts of the boat that are not covered by the Company’s warranty and certain components or parts that are separately warranted by the manufacturer or supplier (such as the engine). Engines that the Company manufactures for Malibu and Axis models have a limited warranty of up to five years or five-hundred hours.
The Company’s standard warranties require it or its dealers to repair or replace defective products during the warranty period at no cost to the consumer. The Company estimates warranty costs it expects to incur and records a liability for such costs at the time the product revenue is recognized. The Company utilizes historical claims trends and analytical tools to develop the estimate of its warranty obligation on a per boat basis, by brand and warranty year. Factors that affect the Company’s warranty liability include the number of units sold, historical and anticipated rates of warranty claims and cost per claim. The Company assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. Beginning in model year 2016, the Company increased the term of its limited warranty for Malibu brand boats from three years to five years and for Axis brand boats from two years to five years. Beginning in model year 2018, the Company increased the term of its bow-to-stern warranty for Cobalt brand boats from three years to five years. Future warranty claims may differ from the Company’s estimate of the warranty liability, which could lead to changes in the Company’s warranty liability in future periods.
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Changes in the Company’s product warranty liability, which is included in accrued expenses on the unaudited interim condensed consolidated balance sheets, were as follows:
 Three Months Ended September 30,
20242023
Beginning balance$37,967 $41,709 
Add: Warranty expense5,763 6,414 
Less: Warranty claims paid(7,153)(6,526)
Ending balance$36,577 $41,597 
9. Financing
Outstanding debt consisted of the following:
 As of September 30, 2024As of June 30, 2024
Term loan$ $ 
Revolving credit loan28,000  
Total debt28,000  
     Less current maturities  
Long-term debt less current maturities$28,000 $ 
Long-Term Debt
On July 8, 2022, Boats LLC entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”) which provides Boats LLC with a revolving credit facility in an aggregate principal amount of up to $350,000. As of September 30, 2024, Boats LLC had $28,000 outstanding under its revolving credit facility and $1,728 in outstanding letters of credit, with $320,272 available for borrowing. The revolving credit facility matures on July 8, 2027. Boats LLC has the option to request that lenders increase the amount available under the revolving credit facility by, or obtain incremental term loans of, up to $200,000, subject to the terms of the Credit Agreement and only if existing or new lenders choose to provide additional term or revolving commitments.
The obligations of Boats LLC under the Credit Agreement are guaranteed by the LLC, and, subject to certain exceptions, the present and future domestic subsidiaries of Boats LLC, and all such obligations are secured by substantially all of the assets of the LLC, Boats LLC and such subsidiary guarantors. Malibu Boats, Inc. is not a party to the Credit Agreement.
Borrowings under the Credit Agreement bear interest at a rate equal to either, at the Company's option, (i) the highest of the prime rate, the Federal Funds Rate (as defined in the Credit Agreement) plus 0.5%, or one-month Term SOFR (as defined in the Credit Agreement) plus 1% (the “Base Rate”) or (ii) SOFR (as defined in the Credit Agreement), in each case plus an applicable margin ranging from 1.25% to 2.00% with respect to SOFR borrowings and 0.25% to 1.00% with respect to Base Rate borrowings. The applicable margin is based upon the consolidated leverage ratio of the LLC and its subsidiaries. As of September 30, 2024, the interest rate on the Company’s revolving credit facility was 8.25%. The Company is required to pay a commitment fee for any unused portion of the revolving credit facility which ranges from 0.15% to 0.30% per annum, depending on the LLC’s and its subsidiaries’ consolidated leverage ratio.
The Credit Agreement contains certain customary representations and warranties, and notice requirements for the occurrence of specific events such as the occurrence of any event of default or pending or threatened litigation. The Credit Agreement also requires compliance with certain customary financial covenants consisting of a minimum ratio of EBITDA to interest expense and a maximum ratio of total debt to EBITDA. The Credit Agreement contains certain customary restrictive covenants regarding indebtedness, liens, fundamental changes, investments, share repurchases, dividends and distributions, disposition of assets, transactions with affiliates, negative pledges, hedging transactions, certain prepayments of indebtedness, accounting changes and governmental regulation. For example, the Credit Agreement generally prohibits the LLC, Boats LLC and the subsidiary guarantors from paying dividends or making distributions, including to the Company. The credit facility permits, however, (i) distributions based on a member’s allocated taxable income, (ii) distributions to fund payments that are required under the LLC’s tax receivable agreement, (iii) purchase of stock or stock options of the LLC from former officers, directors or employees of loan parties or payments pursuant to stock option and other benefit plans up to $5,000 in any fiscal year, and (iv) repurchases of the Company's outstanding stock and LLC Units. In addition, the LLC may make unlimited
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dividends and distributions if its consolidated leverage ratio is 2.75 or less and certain other conditions are met, subject to compliance with certain financial covenants.
The Credit Agreement also contains customary events of default. If an event of default has occurred and continues beyond any applicable cure period, the administrative agent may (i) accelerate all outstanding obligations under the Credit Agreement or (ii) terminate the commitments, amongst other remedies. Additionally, the lenders are not obligated to fund any new borrowing under the Credit Agreement while an event of default is continuing.
Covenant Compliance
As of September 30, 2024, the Company was in compliance with the financial covenants contained in the Credit Agreement.
10. Leases
The Company leases certain manufacturing facilities, warehouses, office space, land, and equipment. The Company determines if a contract is a lease or contains an embedded lease at the inception of the agreement. Leases with an initial term of 12 months or less are not recorded on the unaudited interim condensed consolidated balance sheets. The Company does not separate non-lease components from the lease components to which they relate, and instead accounts for each separate lease and non-lease component associated with that lease component as a single lease component for all underlying asset classes. The Company's lease liabilities do not include future lease payments related to options to extend or terminate lease agreements as it is not reasonably certain those options will be exercised.
Other information concerning the Company's operating leases accounted for under ASC Topic 842, Leases is as follows:
ClassificationAs of September 30, 2024As of June 30, 2024
Assets
Right-of-use assetsOther assets$6,363 $6,883 
Liabilities
Current operating lease liabilitiesAccrued expenses$2,101 $2,177 
Long-term operating lease liabilitiesOther liabilities5,243 5,763 
Total lease liabilities$7,344 $7,940 

ClassificationThree Months Ended September 30, 2024Three Months Ended September 30, 2023
Operating lease costs (1)
Cost of sales$567 $705 
Selling and marketing, and general and administrative193 240 
Sublease incomeOther income, net(10)(10)
Cash paid for amounts included in the measurement of operating lease liabilitiesCash flows from operating activities667 664 
(1) Includes short-term leases, which are insignificant, and are not included in the lease liability.
The lease liability for operating leases that contain variable escalating rental payments with scheduled increases that are based on the lesser of a stated percentage increase or the cumulative increase in an index, are determined using the stated percentage increase.
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The weighted-average remaining lease term as of September 30, 2024 and 2023 was 3.39 years and 4.34 years, respectively. As of September 30, 2024 and 2023, the weighted-average discount rate determined based on the Company's incremental borrowing rate is 3.67% and 3.69%, respectively.
Future annual minimum lease payments for the following fiscal years as of September 30, 2024 are as follows:
 Amount
Remainder of 2025$1,757 
20262,274 
20272,258 
20281,506 
20291 
2030 and thereafter 
Total7,796 
Less: imputed interest(452)
Present value of lease liabilities$7,344 
11. Tax Receivable Agreement Liability
The Company has a Tax Receivable Agreement with the pre-IPO owners of the LLC that provides for the payment by the Company to the pre-IPO owners (or their permitted assignees) of 85% of the amount of the benefits, if any, that the Company is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to the Company entering into the Tax Receivable Agreement, including those attributable to payments under the Tax Receivable Agreement. These contractual payment obligations are obligations of the Company and not of the LLC. The Company's Tax Receivable Agreement liability was determined on an undiscounted basis in accordance with ASC 450, Contingencies, since the contractual payment obligations were deemed to be probable and reasonably estimable.
For purposes of the Tax Receivable Agreement, the benefit deemed realized by the Company is computed by comparing the actual income tax liability of the Company (calculated with certain assumptions) to the amount of such taxes that the Company would have been required to pay had there been no increase to the tax basis of the assets of the LLC as a result of the purchases or exchanges, and had the Company not entered into the Tax Receivable Agreement.
The following table reflects the changes to the Company's tax receivable agreement liability:
As of September 30, 2024As of June 30, 2024
Beginning fiscal year balance$40,613 $43,465 
Additions (reductions) to tax receivable agreement:
Exchange of LLC Units for Class A Common Stock 1,320 
Adjustment for change in estimated state tax rate or benefits 36 
Payments under tax receivable agreement (4,208)
40,613 40,613 
Less: current portion under tax receivable agreement  
Ending balance$40,613 $40,613 
The Tax Receivable Agreement further provides that, upon certain mergers, asset sales or other forms of business combinations or other changes of control, the Company (or its successor) would owe to the pre-IPO owners of the LLC a lump-sum payment equal to the present value of all forecasted future payments that would have otherwise been made under the Tax Receivable Agreement that would be based on certain assumptions, including a deemed exchange of LLC Units and that the Company would have sufficient taxable income to fully utilize the deductions arising from the increased tax basis and other tax benefits related to entering into the Tax Receivable Agreement. The Company also is entitled to terminate the Tax Receivable Agreement, which, if terminated, would obligate the Company to make early termination payments to the pre-IPO owners of the LLC. In addition, a pre-IPO owner may elect to unilaterally terminate the Tax Receivable Agreement with respect to such pre-IPO owner, which would obligate the Company to pay to such existing owner certain payments for tax benefits received through the taxable year of the election.
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When estimating the expected tax rate to use in order to determine the tax benefit expected to be recognized from the Company’s increased tax basis as a result of exchanges of LLC Units by the pre-IPO owners of the LLC, the Company continuously monitors changes in its overall tax posture, including changes resulting from new legislation and changes as a result of new jurisdictions in which the Company is subject to tax.
As of September 30, 2024 and June 30, 2024, the Company recorded deferred tax assets $120,015 associated with basis differences in assets upon acquiring an interest in the LLC and pursuant to making an election under Section 754 of the Internal Revenue Code of 1986 (the "Internal Revenue Code"), as amended. The aggregate Tax Receivable Agreement liability represents 85% of the tax benefits that the Company expects to receive in connection with the Section 754 election. In accordance with the Tax Receivable Agreement, the next annual payment is anticipated once net operating losses are utilized and there is sufficient taxable income.
12. Income Taxes
The Company is taxed as a C corporation for U.S. income tax purposes and is therefore subject to both federal and state taxation at a corporate level. The LLC continues to operate in the United States as a partnership for U.S. federal income tax purposes. Maverick Boat Group is separately subject to U.S. federal and state income tax with respect to its net taxable income.
Income taxes are computed in accordance with ASC Topic 740, Income Taxes, and reflect the net tax effects of temporary differences between the financial reporting carrying amounts of assets and liabilities and the corresponding income tax amounts. The Company has deferred tax assets and liabilities and maintains valuation allowances where it is more likely than not that all or a portion of deferred tax assets will not be realized. To the extent the Company determines that it will not realize the benefit of some or all of its deferred tax assets, such deferred tax assets will be adjusted through the Company’s (benefit) provision for income taxes in the period in which this determination is made.
As of September 30, 2024 and June 30, 2024, the Company maintained a total valuation allowance of $17,349 and $17,355, respectively, against deferred tax assets related to state net operating losses and future amortization deductions (with respect to the Section 754 election) that are reported in the Tennessee corporate tax return without offsetting income, which is taxable at the LLC. These also include a valuation allowance in the amount of $580 related to foreign tax credit carryforward that is not expected to be utilized in the future.
The Company’s consolidated interim effective tax rate is based upon expected annual income from operations, statutory tax rates and tax laws in the various jurisdictions in which the Company operates. Significant or unusual items, including those related to the change in U.S. tax law as well as other adjustments to accruals for tax uncertainties, are recognized in the quarter in which the related event occurs. On August 16, 2022, the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”) was signed into law. The Inflation Reduction Act contains significant business tax provisions, including an excise tax on stock buybacks (1% for transactions beginning January 1, 2023), increased funding for IRS tax enforcement, expanded energy incentives promoting clean energy investment, and a 15% corporate minimum tax on certain large corporations. The effects of the new legislation are recognized upon enactment. The Company did not recognize any significant impact to income tax benefit for the three months ended September 30, 2024 relating to the Inflation Reduction Act.
For the three months ended September 30, 2024 and 2023, the Company's effective tax rate was 14.2% and 25.1%, respectively. For the three months ended September 30, 2024, the Company's effective tax rate was reduced by deferred tax impacts of pre-tax losses and U.S. state taxes. For the three months ended September 30, 2023, the Company's effective tax rate exceeded the statutory federal income tax rate of 21% primarily due to the impact of U.S. state taxes. For the three months ended September 30, 2023, the increase in the effective tax rate over the statutory federal income tax rate was partially offset by the foreign derived intangible income deduction.
13. Stock-Based Compensation
The Company adopted a Long Term Incentive Plan (the "Incentive Plan") which became effective on January 1, 2014, and reserves for issuance up to 1,700,000 shares of Malibu Boats, Inc. Class A Common Stock for the Company’s employees, consultants, members of its board of directors and other independent contractors at the discretion of the compensation committee. Incentive stock awards authorized under the Incentive Plan include unrestricted shares of Class A Common Stock, stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent awards and performance awards. As of September 30, 2024, 11,069 shares remain available for future issuance under the long term incentive plan.
On August 5, 2024, under the Incentive Plan, Malibu Boats, Inc. granted two awards to its newly-appointed Chief Executive Officer. The two service-based stock awards include 44,064 units that will vest in equal installments over three years
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and 14,363 units that will vest in one year. The combined grant date fair value of these awards was $2,047 based on a stock price of $35.04 per share on the date of grant.
The following is a summary of the changes in the Company's stock options for the three months ended September 30, 2024:
SharesWeighted-Average Exercise Price/Share
Total outstanding options as of June 30, 2024
17,973 $37.55 
Options granted  
Options exercised  
Outstanding options as of September 30, 2024
17,973 $37.55 
Exercisable as of September 30, 2024
17,973 $37.55 
The following is a summary of the changes in non-vested restricted stock units and restricted stock awards for the three months ended September 30, 2024:
Number of Restricted Stock Units and Restricted Stock Awards OutstandingWeighted-Average Grant Date Fair Value
Total Non-vested Restricted Stock Units and Restricted Stock Awards as of June 30, 2024
519,106 $50.08 
Granted59,757 35.04 
Vested(2,880)39.31 
Forfeited(26,026)70.07 
Total Non-vested Restricted Stock Units and Restricted Stock Awards as of September 30, 2024
549,957 $47.56 
Stock-based compensation expense attributable to the Company's share-based equity awards was $1,900 and $1,460 for the three months ended September 30, 2024 and 2023, respectively. Stock-based compensation expense attributed to share-based equity awards issued under the Incentive Plan is recognized on a straight-line basis over the terms of the respective awards and is included in general and administrative expense in the Company's unaudited interim condensed consolidated statements of operations and comprehensive (loss) income. Awards vesting during the three months ended September 30, 2024 include 1,330 fully vested restricted stock units issued to non-employee directors for their service as directors for the Company.
14. Net (Loss) Earnings Per Share
Basic net (loss) income per share of Class A Common Stock is computed by dividing net (loss) income attributable to the Company's earnings by the weighted-average number of shares of Class A Common Stock outstanding during the period. The weighted-average number of shares of Class A Common Stock outstanding used in computing basic net (loss) income per share includes fully vested restricted stock units awarded to directors that are entitled to participate in distributions to common stockholders through receipt of additional units of equivalent value to the dividends paid to Class A Common Stock holders.
Diluted net (loss) income per share of Class A Common Stock is computed similarly to basic net (loss) income per share except the weighted-average shares outstanding are increased to include additional shares from the assumed exercise of any common stock equivalents using the treasury method, if dilutive. The Company's LLC Units and non-qualified stock options are considered common stock equivalents for this purpose. The number of additional shares of Class A Common Stock related to these common stock equivalents and stock options are calculated using the treasury stock method.
Stock awards with a performance condition that are based on the attainment of a specified amount of earnings are only included in the computation of diluted earnings per share to the extent that the performance condition would be achieved based on the current amount of earnings, and only if the effect would be dilutive.
Stock awards with a market condition that are based on the performance of the Malibu Boats, Inc.'s stock price in relation to a market index over a specified time period are only included in the computation of diluted earnings per share to the extent
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that the shares would be issued based on the current market price of the Malibu Boats, Inc.'s stock in relation to the market index, and only if the effect would be dilutive.
Basic and diluted net (loss) income per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts):
Three Months Ended September 30,
20242023
Basic:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Shares used in computing basic net (loss) income per share:
Weighted-average Class A Common Stock19,747,549 20,322,239 
Weighted-average participating restricted stock units convertible into Class A Common Stock278,193 264,248 
Basic weighted-average shares outstanding20,025,742 20,586,487 
Basic net (loss) income per share$(0.25)$0.98 
Diluted:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Shares used in computing diluted net (loss) income per share:
Basic weighted-average shares outstanding20,025,742 20,586,487 
Restricted stock units granted to employees 65,118 
Stock options granted to employees 5,409 
Market performance awards granted to employees 27,216 
Diluted weighted-average shares outstanding 1
20,025,742 20,684,230 
Diluted net (loss) income per share$(0.25)$0.98 
1 The Company excluded 691,159 and 470,262 potentially dilutive shares from the calculation of diluted net (loss) income per share for the three months ended September 30, 2024 and 2023, respectively.
The shares of Class B Common Stock do not share in the earnings or losses of Malibu Boats, Inc. and are therefore not included in the calculation. Accordingly, basic and diluted net (loss) income per share of Class B Common Stock have not been presented.
15. Commitments and Contingencies
Repurchase Commitments
In connection with its dealers’ wholesale floor plan financing of boats, the Company has entered into repurchase agreements with various lending institutions. The reserve methodology used to record an estimated expense and loss reserve in each accounting period is based upon an analysis of likely repurchases based on current field inventory and likelihood of repurchase. Subsequent to the inception of the repurchase commitment, the Company evaluates the likelihood of repurchase and adjusts the estimated loss reserve accordingly. When a potential loss reserve is recorded, it is presented in accrued liabilities in the accompanying unaudited interim condensed consolidated balance sheets. If the Company were obligated to repurchase a significant number of units under any repurchase agreement, its business, operating results and financial condition could be adversely affected. The total amount financed under the floor financing programs with repurchase obligations was $317,397 and $367,950 as of September 30, 2024 and June 30, 2024, respectively.
Repurchases and subsequent sales are recorded as a revenue transaction. The net difference between the repurchase price and the resale price is recorded against the loss reserve and presented in cost of sales in the accompanying unaudited interim condensed consolidated statements of operations and comprehensive (loss) income. During the three months ended September 30, 2024, the Company repurchased 19 units totaling $2.5 million subject to the Company's repurchase agreement with M&T Bank ("Repurchase Agreement"), the lender under the floor financing plan for Tommy's Boats. This repurchase was
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reflected in the Company's June 30, 2024 consolidated financial statements and these boats were subsequently resold during the three months ended September 30, 2024 above cost. With respect to boats not subject to the Repurchase Agreement, Mark E. Andrews, Chapter 11 Trustee (the “Trustee”) for Tommy’s Fort Worth, LLC and its affiliate debtors (the “Debtors”) in the jointly administered Chapter 11 Cases No. 24-90000 has retained Gordon Brothers to sell the remaining inventory as part of liquidation sales that are ongoing. During the three months ended September 30, 2023, there were no repurchases of any such inventory. As of September 30, 2024, the Company has not been notified about any probable repossessions. Therefore, the Company did not carry a reserve as of September 30, 2024 consistent with June 30, 2024.
The Company has collateralized receivables financing arrangements with a third-party floor plan financing provider for European dealers. Under terms of these arrangements, the Company transfers the right to collect a trade receivable to the financing provider in exchange for cash but agrees to repurchase the receivable if the dealer defaults. Since the transfer of the receivable to the financing provider does not meet the conditions for a sale under ASC Topic 860, Transfers and Servicing, the Company continues to report the transferred trade receivable in other current assets with an offsetting balance recorded as a secured obligation in accrued expenses in the Company's unaudited interim condensed consolidated balance sheets. As of September 30, 2024 and June 30, 2024, the Company had no financing receivables recorded in other current assets and accrued expenses related to these arrangements.
Contingencies
Product Liability
The Company is engaged in a business that exposes it to claims for product liability and warranty claims in the event the Company’s products actually or allegedly fail to perform as expected or the use of the Company’s products results, or is alleged to result, in property damage, personal injury or death. Although the Company maintains product and general liability insurance of the types and in the amounts that the Company believes are customary for the industry, the Company is not fully insured against all such potential claims. The Company may have the ability to refer claims to its suppliers and their insurers to pay the costs associated with any claims arising from the suppliers’ products. The Company’s insurance covers such claims that are not adequately covered by a supplier’s insurance and provides for excess secondary coverage above the limits provided by the Company’s suppliers.
The Company may experience legal claims in excess of its insurance coverage or claims that are not covered by insurance, either of which could adversely affect its business, financial condition and results of operations. Adverse determination of material product liability and warranty claims made against the Company could have a material adverse effect on its financial condition and harm its reputation. In addition, if any of the Company's products are, or are alleged to be, defective, the Company may be required to participate in a recall of that product if the defect or alleged defect relates to safety. These and other claims that the Company faces could be costly to the Company and require substantial management attention. Refer to Note 8 for discussion of warranty claims. The Company insures against product liability claims and, except as disclosed below, believes there are no material product liability claims as of September 30, 2024 that will have a material adverse impact on the Company’s results of operations, financial condition or cash flows.
Litigation
Certain conditions may exist which could result in a loss, but which will only be resolved when future events occur. The Company, in consultation with its legal counsel, assesses such contingent liabilities, and such assessments inherently involve an exercise of judgment. If the assessment of a contingency indicates that it is probable that a loss has been incurred, the Company accrues for such contingent loss when it can be reasonably estimated. If the assessment indicates that a potentially material loss contingency is not probable but reasonably estimable, or is probable but cannot be estimated, the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed. If the assessment of a contingency deemed to be both probable and reasonably estimable involves a range of possible losses, the amount within the range that appears at the time to be a better estimate than any other amount within the range would be accrued. When no amount within the range is a better estimate than any other amount, the minimum amount in the range is accrued even though the minimum amount in the range is not necessarily the amount of loss that will be ultimately determined. Estimates of potential legal fees and other directly related costs associated with contingencies are not accrued but rather are expensed as incurred. Except as disclosed below, management does not believe there are any pending claims (asserted or unasserted) as of September 30, 2024 that will have a material adverse impact on the Company's financial condition, results of operations or cash flows.
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Legal Proceedings
Insurance Litigation
MBI and its indirect subsidiary Boats LLC were defendants in the product liability case Batchelder et al. v. Malibu Boats, LLC, f/k/a Malibu Boats, Inc.; Malibu Boats West, Inc., et. al., Superior Court of Rabun County, Georgia, Civil Action Case No. 2016-CV-0114-C (the “Batchelder I Matter”), brought by, among others, Stephan Paul Batchelder and Margaret Mary Batchelder as Administrators of the Estate of Ryan Paul Batchelder, deceased (“Batchelder I Plaintiffs”). Boats LLC was also a defendant in a related product liability case, Stephan Paul Batchelder and Margaret Mary Batchelder, as Natural Guardians of Josh Patrick Batchelder, a minor; Darin Batchelder, individually, and as Natural Guardian of Zach Batchelder, a minor; and Kayla Batchelder (the “Batchelder II Plaintiffs” and, together with the Batchelder I Plaintiffs, the “Batchelder Plaintiffs”) v. Malibu Boats, LLC v. Dennis Michael Ficarra; Superior Court of Rabun County, Civil Action File No. 2022-CV-0034 (the “Batchelder II Matter” and, together with the Batchelder I Matter, the “Batchelder Matters”). On June 30, 2023, MBI and Boats LLC entered into a Confidential General Release and Settlement Agreement (the “Settlement Agreement”) with the Batchelder Plaintiffs in settlement of the Batchelder Matters and all matters related to the Batchelder Matters. Pursuant to the Settlement Agreement, among other things, Malibu Boats, Inc., or Boats LLC, as the case may be, paid (or caused to be paid) to the Batchelder Plaintiffs and their agents a total of $100,000.
MBI and its subsidiaries, including Boats LLC, maintain liability insurance applicable to the Batchelder Matters described above with coverage up to $26,000. As of September 30, 2024, the Company had received approximately $21,000 in insurance coverage proceeds, subject in certain cases to reservations of rights by the insurance carriers. The Company contends that the insurance carriers are responsible for the entirety of the $100,000 settlement amount and related expenses, and therefore, the insurers’ payments to date are well below what they should have tendered to Boats LLC. Accordingly, on July 3, 2023, Boats LLC filed a complaint against Federal Insurance Company (a Chubb subsidiary) and Starr Indemnity & Liability Company alleging that the insurers unreasonably failed to comply with their obligations by refusing, negligently, and in bad faith, to settle covered claims within their available policy limits prior to trial. On April 8, 2024, the court dismissed Starr, noting that only Chubb had the contractual right and duty to settle the Batchelder matters prior to trial. The Court subsequently granted the Company's motion for partial summary judgement, which precludes Chubb from apportioning liability to Starr. Chubb filed a notice of appeal on September 26, 2024, with respect to the dismissal of Starr and the order granting partial summary judgment against Chubb. The Company intends to vigorously pursue its claims against the insurance carriers to recover the full $100,000 settlement amount and expenses (less any monies already tendered without reservation by the carriers). However, the Company cannot predict the outcome of such litigation.
Tommy's Boats and Matthew Borisch
On April 10, 2024, fifteen dealerships operated under common control of Tommy’s Boats (“Tommy’s Boats”) filed a complaint against MBI and its indirect subsidiary Boats LLC in the United States District Court for the Eastern District of Tennessee (Case 3:24-cv-00166). The complaint alleges that MBI and Boats LLC breached obligations under dealership agreements with Tommy’s Boats, quantum meruit, unjust enrichment, promissory estoppel and intentional and negligent misrepresentations relating to the parties’ commercial relationship. Tommy’s Boats is seeking monetary damages. Boats LLC took possession of 19 new model year 2024 boats according to a repurchase agreement with M&T Bank, the floor financing lender to Tommy’s Boats. These boats were subsequently resold during the three months ended September 30, 2024. On July 3, 2024, Mark E. Andrews, Chapter 11 Trustee (the “Trustee”) for Tommy’s Boats voluntarily dismissed without prejudice the claims filed by Tommy's Boats. Pursuant to an order of the bankruptcy court, the Company agreed to cooperate in good faith to mediate with the Trustee. On August 16, 2024, Matthew Borisch, the principal owner of Tommy’s Boats, filed a complaint against MBI, Boats LLC, and Jack Springer in the United States District Court for the Eastern District of Tennessee (Case 3:24-cv-00339), alleging similar allegations to those of the dismissed complaint against MBI and Boats LLC filed by Tommy’s Boats. Mr. Borisch amended his complaint on October 29, 2024. On October 7, 2024, the Company entered into a Settlement Agreement (the “Settlement Agreement”) with the Trustee. Pursuant to the Settlement Agreement, upon the satisfaction of certain conditions, the Company agreed to pay the Tommy’s Boats’ estate $3.5 million in cash and the Company and the Trustee agreed to mutual releases of all outstanding claims between them. In addition, the settlement, is conditioned upon the Bankruptcy Court’s determining that Mr. Borisch’s claims in the Eastern District of Tennessee action (Case 3:24-cv-00339) belong to the Tommy’s Boats estates, and are therefore settled by the Settlement Agreement between the Trustee and Malibu, and that to enforce the automatic stay, Mr. Borisch must be enjoined from pursuing these claims or any other claims against MBI and Boats LLC that are property of the Tommy’s Boats estates. The Settlement Agreement is subject to approval by the Bankruptcy Court.
Securities Class Action Lawsuit
On April 29, 2024, a stockholder, individually and on behalf of all others similarly situated, filed a complaint against MBI and Jack Springer, Bruce Beckman, David Black, and Wayne Wilson as current and former officers of the Company in the United States District Court for the Southern District of New York (Case 1:24-cv-03254). On August 15, the Court appointed the Retiree Benefit Trust of the City of Baltimore as the Lead Plaintiff in the action. On October 4, 2024, Lead Plaintiff filed an amended complaint which alleges violations of the Securities Exchange Act of 1934, as amended, in connection with allegedly
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false and misleading statements related to the Company's business, operations, and prospects during the period from November 4, 2022 through May 1, 2024. The amended complaint alleges, among other things, that the defendants violated Sections 10(b) and 20(a) of the Exchange Act and SEC Rule 10b-5 by not disclosing alleged material adverse facts related to the Company’s inventory, demand and relationship with one of its former dealers, Tommy’s Boats, and accordingly, that certain statements made during the class period about the Company's business, operations, and prospects were materially misleading. The Company intends to vigorously defend itself against claims alleged in this securities class action. The Company is unable to provide any reasonable evaluation of the likelihood that a loss will be incurred or any reasonable estimate of the range of possible loss.
Customer Class Action Lawsuit
On May 31, 2024, a customer filed a class action complaint against MBI and Boats LLC in the United States District Court for the District of Delaware. (Case 1:24-cv-00648). The complaint, which purports to be filed on behalf of a nationwide class of customers, alleges violation of common law, the Magnusson-Moss Warranty Act, breach of express warranty, breach of implied warranty, and violation of California’s Consumer Legal Remedies Act based on guidance issued to customers of certain older model boats related to riding in the bow area of those boats. The Company intends to vigorously defend itself. The Company is unable to provide any reasonable evaluation of the likelihood that a loss will be incurred or any reasonable estimate of the range of possible loss.
16. Segment Reporting
The Company has three reportable segments, Malibu, Saltwater Fishing and Cobalt. The Malibu segment participates in the manufacturing, distribution, marketing and sale of Malibu and Axis performance sports boats throughout the world. The Saltwater Fishing segment participates in the manufacturing, distribution, marketing and sale throughout the world of Pursuit boats and the Maverick Boat Group brand boats (Maverick, Cobia, Pathfinder and Hewes). The Cobalt segment participates in the manufacturing, distribution, marketing and sale of Cobalt boats throughout the world.
There is no country outside of the United States from which the Company (a) derived net sales equal to 10% of total net sales for the three months ended September 30, 2024, or (b) attributed assets equal to 10% of total assets as of September 30, 2024. Net sales are attributed to countries based on the location of the dealer. The following tables present financial information for the Company’s reportable segments for the three months ended September 30, 2024 and 2023, respectively, and the Company’s financial position at September 30, 2024 and June 30, 2024, respectively:
Three Months Ended September 30, 2024
MalibuSaltwater Fishing CobaltConsolidated
Net sales$56,019 $64,751 $50,810 $171,580 
(Loss) income before (benefit) provision for income taxes$(10,072)$1,810 $2,265 $(5,997)
Three Months Ended September 30, 2023
MalibuSaltwater Fishing CobaltConsolidated
Net sales$105,005 $92,622 $58,203 $255,830 
Income before provision for income taxes$11,937 $8,995 $6,816 $27,748 
As of September 30, 2024As of June 30, 2024
Assets  
Malibu$131,769 $122,707 
Saltwater Fishing 356,633 350,063 
Cobalt270,735 266,854 
Total assets$759,137 $739,624 

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17. Subsequent Events
On October 23, 2024, at the Company’s annual meeting of stockholders (the “Annual Meeting”), the Company’s stockholders approved the Malibu Boats, Inc. 2024 Performance Incentive Plan (the “2024 Plan”), as described in the Company’s Definitive Proxy Statement, filed with the Securities and Exchange Commission on September 19, 2024 to replace the Incentive Plan effective as of the date of stockholder approval. The Company’s Board of Directors approved the 2024 Plan on September 11, 2024, subject to stockholder approval. The Plan provides for an aggregate limit of up to (i) 1,020,000 shares of common stock plus (ii) the number of shares subject to stock options granted under the Incentive Plan and outstanding as of the date of the Annual Meeting, which expire, or for any reason are cancelled or terminated, after the date of the Annual Meeting without being exercised, plus (iii) the number of any shares subject to restricted stock unit awards under the Incentive Plan that are outstanding and unvested as of the date of the Annual Meeting which are forfeited, terminated, cancelled, or otherwise reacquired after the date of the Annual Meeting without having become vested. The Company’s directors, officers and employees, as well as any of the officers or employees of the Company’s subsidiaries, certain consultants and advisors are currently eligible to receive equity awards under the 2024 Plan.

On October 23, 2024, the Company's Board of Directors authorized a stock repurchase program to allow for the repurchase of up to $50.0 million of its Class A Common Stock and the LLC's LLC Units (the “2024 Repurchase Program”) for the period from November 8, 2024 to June 30, 2025. The Company intends to fund repurchases under the 2024 Repurchase Program from cash on hand.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the unaudited interim condensed consolidated financial statements and notes thereto included herein.

Malibu Boats, Inc. is a Delaware corporation with its principal offices in Loudon, Tennessee. We use the terms “Malibu,” the “Company,” “we,” “us,” “our” or similar references to refer to Malibu Boats, Inc., its subsidiary, Malibu Boats Holdings, LLC, or the LLC, and its subsidiary Malibu Boats, LLC, or Boats, LLC and its consolidated subsidiaries, including Cobalt Boats, LLC, PB Holdco, LLC, through which we acquired the assets of Pursuit, and MBG Holdco, Inc., through which we acquired all of the outstanding stock of Maverick Boat Group, Inc.
Overview
We are a leading designer, manufacturer and marketer of a diverse range of recreational powerboats, including performance sport boats, sterndrive and outboard boats. Our product portfolio of premium brands are used for a broad range of recreational boating activities including, among others, water sports, general recreational boating and fishing. Our passion for consistent innovation, which has led to propriety technology such as Surf Gate, has allowed us to expand the market for our products by introducing consumers to new and exciting recreational activities. We design products that appeal to an expanding range of recreational boaters and water sports enthusiasts whose passion for boating and water sports is a key component of their active lifestyle and provide consumers with a better customer-inspired experience. With performance, quality, value and multi-purpose features, our product portfolio has us well positioned to broaden our addressable market and achieve our goal of increasing our market share in the expanding recreational boating industry.
We currently sell our boats under eight brands as shown in the table below, and we report our results of operations under three reportable segments, Malibu, Saltwater Fishing and Cobalt. See Note 16 to our unaudited interim condensed consolidated financial statements for more information about our reporting segments.
% of Net Sales
SegmentBrandsThree Months Ended September 30, 2024
Fiscal year ended June 30, 2024
MalibuMalibu32.6%33.7%
Axis
Saltwater FishingPursuit37.7%39.5%
Maverick
Cobia
Pathfinder
Hewes
CobaltCobalt29.6%26.8%

Our Malibu segment participates in the manufacturing, distribution, marketing and sale throughout the world of Malibu and Axis performance sports boats. Our flagship Malibu boats offer our latest innovations in performance, comfort and convenience, and are designed for consumers seeking a premium performance sport boat experience. As of September 30, 2024, we are the market leader in the United States in the performance sport boat category through our Malibu and Axis boat brands. Our Axis boats appeal to consumers who desire a more affordable performance sport boat product but still demand high performance, functional simplicity and the option to upgrade key features. Retail prices of our Malibu and Axis boats typically range from $80,000 to $300,000.
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Our Saltwater Fishing segment participates in the manufacturing, distribution, marketing and sale throughout the world of Pursuit boats and the Maverick Boat Group family of boats (Maverick, Cobia, Pathfinder and Hewes). Our Pursuit boats expand our product offerings into the saltwater outboard fishing market and include center console, dual console and offshore models. In December 2020, we acquired Maverick Boat Group and added Maverick, Cobia, Pathfinder and Hewes to our brands. Our Maverick Boat Group family of boats are highly complementary to Pursuit, expanding our saltwater outboard offerings with a strong focus in length segments under 30 feet. We are among the market leaders in the fiberglass outboard fishing boat category with the brands in our Saltwater Fishing segment. Retail prices for our Saltwater Fishing boats typically range from $45,000 to $1,400,000.
Our Cobalt segment participates in the manufacturing, distribution, marketing and sale throughout the world of Cobalt boats. Our Cobalt boats consist of mid to large-sized luxury cruisers and bowriders that we believe offer the ultimate experience in comfort, performance and quality. As of September 30, 2024, we are the market leader in the United States in the 20’ - 40’ segment of the sterndrive boat category through our Cobalt brand. Retail prices for our Cobalt boats typically range from $75,000 to $625,000.
We sell our boats through a dealer network that we believe is the strongest in the recreational powerboat category. As of June 30, 2024, our worldwide distribution channel consisted of over 400 dealer locations globally. Our dealer base is an important part of our consumers’ experience, our marketing efforts and our brands. We devote significant time and resources to find, develop and improve the performance of our dealers and believe our dealer network gives us a distinct competitive advantage. We had one dealer that represented more than 10% of our consolidated net sales in fiscal year 2024 and the first fiscal quarter of 2025, OneWater Marine, Inc. In fiscal year 2023, we had two dealers that represented more than 10% of our consolidated net sales, OneWater Marine, Inc. and Tommy's Boats. During fiscal year 2024, we informed Tommy's Boats that we would not be renewing any of their dealer agreements that had expired as of June 30, 2023 and we terminated two dealer agreements in Texas that had not expired. Tommy's subsequently filed for bankruptcy protection and is in the process of liquidating its inventory. We have since entered into dealer agreements with dealers in 14 of the 15 markets previously served by Tommy's Boats. As of September 30, 2024, we believe fewer than 40 of our new model year 2023 and 2024 boats were remaining in the inventory of Tommy's Boats. During the three months ended September 30, 2024, we repurchased 19 of those boats that were subject to our repurchase agreement with M&T Bank, the floor plan financing lender for Tommy's Boats. This repurchase was reflected in our June 30, 2024 consolidated financial statements and these boats were subsequently resold during the three months ended September 30, 2024 above cost. With respect to boats not subject to the repurchase agreement, the bankruptcy trustee has retained Gordon Brothers to sell remaining inventory as part of liquidation that are currently ongoing.
On a consolidated basis, we achieved first quarter fiscal 2025 net sales, gross profit, net (loss) income and Adjusted EBITDA of $171.6 million, $28.2 million, $(5.1) million and $9.9 million, respectively, compared to $255.8 million, $56.8 million, $20.8 million and $39.0 million, respectively, for the first quarter of fiscal 2024. For the first quarter of fiscal 2025, net sales decreased 32.9%, gross profit decreased 50.3%, net (loss) income decreased 124.8% and Adjusted EBITDA decreased 74.6% as compared to the first quarter of fiscal 2024. For the definition of Adjusted EBITDA and a reconciliation to net (loss) income, see “GAAP Reconciliation of Non-GAAP Financial Measures.”
Outlook
The recreational power boat industry continues to be challenged by macro-economic factors, including high interest rates, that have taken many interest rate sensitive buyers out of the market. Additionally, COVID related demand fluctuations and supply disruptions have dramatically impacted dealer inventory levels over the past couple of years. In fiscal 2023, the restocking of dealer inventories coincided with a larger than expected drop in consumer demand caused dealer inventories to exceed historical levels. We took actions in fiscal 2024 to reduce production and increase promotional support to reduce dealer inventories.
Current dealer inventory levels are now back to historical seasonal levels across all of our segments due to our actions, in particular at the end of the last model year. Due to high dealer flooring costs and a continued soft retail environment, we expect our dealers to reduce their inventories further in fiscal 2025. Additionally, we expect the retail market to continue to decline in fiscal 2025, albeit at a slower rate than fiscal 2024.
We aim to increase our market share across the boating categories in which we compete through new product development, improved distribution, new models, and innovative features. Our industry, however, is highly competitive, and our competitors have become more aggressive in their product introductions, expanded their distribution capabilities, and launched surf systems competitive with our patented Surf Gate system. We believe our strong brands, new product pipeline, strong dealer network and ability to increase production will allow us to maintain, and potentially expand, our leading market position in performance
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sports boats. We also believe that our track record of expanding our market share with our Malibu and Axis brands is directly transferable to our Cobalt, Pursuit and Maverick Boat Group brands.
As discussed above, our financial results and operations have been, and could continue to be, impacted by events outside of our control, including inflationary pressures, rising prices for our suppliers and labor shortages. Numerous other variables also have the potential to impact our volumes, both positively and negatively. For instance, elevated interest rates, which we are currently experiencing and expect to continue to experience in the near term, has reduced retail consumer appetite for our product and reduced the appetite for credit for our dealers and retail consumers.
Factors Affecting Our Results of Operations
We believe that our results of operations and our growth prospects are affected by a number of factors, such as the economic environment and consumer demand for our products, our ability to develop new products and innovate, our product mix, our ability to manage manufacturing costs, sales cycles and inventory levels, the strength of our dealer network, our ability to offer dealer financing and incentives and our vertical integration efforts. We discuss each of these factors in more detail under the heading “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations--Factors Affecting Our Results of Operations” in our Form 10-K for the year ended June 30, 2024. While we do not have control of all factors affecting our results from operations, we work diligently to influence and manage those factors which we can impact to enhance our results of operations.
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Components of Results of Operations
Net Sales
We generate revenue from the sale of boats to our dealers. The substantial majority of our net sales are derived from the sale of boats, including optional features included at the time of the initial wholesale purchase of the boat. Net sales consists of the following:
Gross sales from:
Boat and trailer sales—consists of sales of boats and trailers to our dealer network. Nearly all of our boat sales include optional feature upgrades purchased by the consumer, which increase the average selling price of our boats; and
Parts and other sales—consists of sales of replacement and aftermarket boat parts and accessories to our dealer network; and consists of royalty income earned from license agreements with various boat manufacturers, including Nautique, Chaparral, Mastercraft, and Tige related to the use of our intellectual property.
Net sales are net of:
Sales returns—consists primarily of contractual repurchases of boats either repossessed by the floor plan financing provider from the dealer or returned by the dealer under our warranty program; and
Rebates and free flooring—consists of incentives, rebates and free flooring, we provide to our dealers based on sales of eligible products. For our Malibu and Cobalt segments, if a domestic dealer meets its monthly or quarterly commitment volume, as well as other terms of the dealer performance program, the dealer is entitled to a specified rebate. For our Saltwater Fishing segment, if a dealer meets its quarterly or annual retail volume goals, the dealer is entitled to a specific rebate applied to their wholesale volume purchased. For Malibu, Cobalt and select Saltwater Fishing models, our dealers that take delivery of current model year boats in the offseason, typically July through April in the U.S., are also entitled to have us pay the interest to floor the boat until the earlier of (1) the sale of the unit or (2) a date near the end of the current model year, which incentive we refer to as “free flooring.” From time to time, we may extend the flooring program to eligible models beyond the offseason period.
Cost of Sales
Our cost of sales includes all of the costs to manufacture our products, including raw materials, components, supplies, direct labor and factory overhead. For components and accessories manufactured by third-party vendors, such costs represent the amounts invoiced by the vendors. Shipping costs and depreciation expense related to manufacturing equipment and facilities are also included in cost of sales. Warranty costs associated with the repair or replacement of our boats under warranty are also included in cost of sales.
Operating Expenses
Our operating expenses include selling and marketing, general and administrative costs, amortization costs, and impairment costs. Each of these items includes personnel and related expenses, supplies, non-manufacturing overhead, third-party professional fees and various other operating expenses. Further, selling and marketing expenditures include the cost of advertising and various promotional sales incentive programs. General and administrative expenses include, among other things, salaries, benefits and other personnel related expenses for employees engaged in product development, engineering, finance, information technology, human resources and executive management. Other costs include outside legal and accounting fees, investor relations, risk management (insurance) and other administrative costs. General and administrative expenses also include product development expenses associated with our vertical integration initiative and acquisition or integration related expenses. Amortization expenses are associated with the amortization of intangibles.
Other Expense, Net
Other expense, net consists of interest expense and other income or expense, net. Interest expense consists of interest charged under our outstanding debt and amortization of deferred financing costs on our credit facilities. Other income or expense includes adjustments to our tax receivable agreement liability and sublease income.
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Income Taxes
Malibu Boats, Inc. is subject to U.S. federal and state income tax in multiple jurisdictions with respect to our allocable share of any net taxable income of the LLC. The LLC is a pass-through entity for federal purposes but incurs income tax in certain state jurisdictions. Maverick Boat Group is separately subject to U.S. federal and state income tax with respect to its net taxable income.
Net (Loss) Income Attributable to Non-controlling Interest
As of each of September 30, 2024 and 2023, we had a 98.4% and a 97.8%, respectively, controlling economic interest and 100% voting interest in the LLC and, therefore, we consolidate the LLC's operating results for financial statement purposes. Net (loss) income attributable to non-controlling interest represents the portion of net (loss) income attributable to the non-controlling LLC members.
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Results of Operations
The table below sets forth our unaudited interim consolidated results of operations, expressed in thousands (except unit volume and net sales per unit) and as a percentage of net sales, for the periods presented. Our unaudited interim consolidated financial results for these periods are not necessarily indicative of the consolidated financial results that we will achieve in future periods. Certain totals for the table below will not sum to exactly 100% due to rounding.
Three Months Ended September 30,
20242023
$% Revenue$% Revenue
Net sales171,580 100.0 %255,830 100.0 %
Cost of sales143,371 83.6 %199,036 77.8 %
Gross profit28,209 16.4 %56,794 22.2 %
Operating expenses:
Selling and marketing4,864 2.8 %5,752 2.2 %
General and administrative27,240 15.9 %20,705 8.1 %
Amortization1,716 1.0 %1,715 0.7 %
Operating (loss) income(5,611)(3.3)%28,622 11.2 %
Other expense, net:
Other (income), net(10)— %(10)— %
Interest expense396 0.2 %884 0.4 %
Other expense, net386 0.2 %874 0.4 %
(Loss) income before (benefit) provision for income taxes(5,997)(3.5)%27,748 10.8 %
(Benefit) provision for income taxes(850)(0.5)%6,978 2.7 %
Net (loss) income (5,147)(3.0)%20,770 8.1 %
Net (loss) income attributable to non-controlling interest(99)(0.1)%511 0.2 %
Net (loss) income attributable to Malibu Boats, Inc.(5,048)(2.9)%20,259 7.9 %
Three Months Ended September 30,
20242023
Unit Volumes% TotalUnit Volumes% Total
Volume by Segment
Malibu384 37.5 %804 47.3 %
Saltwater Fishing300 29.3 %491 29.0 %
Cobalt340 33.2 %403 23.7 %
Total units1,024 100.0 %1,698 100.0 %
Net sales per unit$167,559 $150,665 
Comparison of the Three Months Ended September 30, 2024 to the Three Months Ended September 30, 2023
Net Sales
Net sales for the three months ended September 30, 2024 decreased $84.3 million, or 32.9%, to $171.6 million as compared to the three months ended September 30, 2023. The decrease in net sales was driven primarily by decreased unit volumes across all segments resulting primarily from decreased wholesale shipments, partially offset by a favorable model mix in our Malibu and Saltwater Fishing segments and inflation-driven year-over-year price increases. Unit volume for the three months ended September 30, 2024, decreased 674 units, or 39.7%, to 1,024 units as compared to the three months ended
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September 30, 2023. Our unit volume decreased primarily due to lower wholesale shipments across all segments driven by lower retail activity and our dealers' desire to hold less inventory.
Net sales attributable to our Malibu segment decreased $49.0 million, or 46.7%, to $56.0 million for the three months ended September 30, 2024, compared to the three months ended September 30, 2023. Unit volumes attributable to our Malibu segment decreased 420 units for the three months ended September 30, 2024, compared to the three months ended September 30, 2023, primarily due to lower wholesale shipments driven by lower retail activity during the period and our dealers' desire to hold less inventory. The decrease in net sales was driven by a decrease in units, partially offset by a favorable model mix and inflation-driven year-over-year price increases.
Net sales attributable to our Saltwater Fishing segment decreased $27.9 million, or 30.1%, to $64.8 million, for the three months ended September 30, 2024, compared to the three months ended September 30, 2023. Unit volumes attributable to our Saltwater Fishing segment decreased 191 units for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily due to lower wholesale shipments driven by lower retail activity during the period and our dealers' desire to hold less inventory. The decrease in net sales was driven by a decrease in units, partially offset by inflation-driven year-over-year price increases and a favorable model mix.
Net sales attributable to our Cobalt segment decreased $7.4 million, or 12.7%, to $50.8 million for the three months ended September 30, 2024, compared to the three months ended September 30, 2023. Unit volumes attributable to Cobalt decreased 63 units for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily due to lower wholesale shipments driven by lower retail activity during the period and our dealers' desire to hold less inventory. The decrease in net sales was driven primarily by a decrease in units, partially offset by inflation-driven year-over-year price increases.
Overall consolidated net sales per unit increased 11.2% to $167,559 per unit for the three months ended September 30, 2024, compared to the three months ended September 30, 2023. The increase in overall consolidated net sales per unit was driven primarily by favorable model mix in our Malibu and Saltwater Fishing segments and inflation-driven year-over-year price increases. Net sales per unit for our Malibu segment increased 11.7% to $145,883 per unit for the three months ended September 30, 2024, compared to the three months ended September 30, 2023, driven by favorable model mix, inflation-driven year-over-year price increases and non-boat related customer service parts sales. Net sales per unit for our Saltwater Fishing segment increased 14.4% to $215,837 per unit for the three months ended September 30, 2024 driven by a favorable model mix and inflation-driven year-over-year price increases, partially offset by increased dealer incentive costs. Net sales per unit for our Cobalt segment increased 3.5% to $149,441 per unit for the three months ended September 30, 2024, compared to the three months ended September 30, 2023, driven by inflation-driven year-over-year price increases.
Cost of Sales
Cost of sales for the three months ended September 30, 2024 decreased $55.7 million, or 28.0%, to $143.4 million as compared to the three months ended September 30, 2023. The decrease in cost of sales was primarily driven by a 32.9% decrease in net sales due to lower unit volumes, partially offset by higher per unit material and labor costs of $5.3 million, $6.8 million and $2.6 million for the Malibu, Saltwater Fishing, and Cobalt segments, respectively. The increase in per unit material and labor costs was primarily driven by increased prices due to fixed cost deleverage, a model mix that corresponds to higher cost per unit in our Malibu and Saltwater Fishing segments and inflationary pressures.
Gross Profit
Gross profit for the three months ended September 30, 2024 decreased $28.6 million, or 50.3%, to $28.2 million compared to the three months ended September 30, 2023. The decrease in gross profit was driven primarily by lower net sales partially offset by decreased cost of sales for the reasons noted above. Gross margin for the three months ended September 30, 2024 decreased 580 basis points from 22.2% to 16.4% driven primarily by fixed cost deleverage due to lower sales and an increased mix of the Saltwater Fishing segment.
Operating Expenses
Selling and marketing expenses for the three months ended September 30, 2024 decreased $0.9 million, or 15.4% to $4.9 million compared to the three months ended September 30, 2023. The decrease was driven primarily by a decrease in certain personnel expenses and marketing events. As a percentage of sales, selling and marketing expenses increased 60 basis points to 2.8% for the three months ended September 30, 2024 compared to 2.2% for the three months ended September 30, 2023. General and administrative expenses for the three months ended September 30, 2024 increased $6.5 million, or 31.6%, to $27.2 million as compared to the three months ended September 30, 2023 driven primarily by a $3.5 million legal settlement along with other related legal fees and increased stock compensation expense. As a percentage of sales, general and administrative
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expenses increased 780 basis points to 15.9% for the three months ended September 30, 2024 compared to 8.1% for the three months ended September 30, 2023. Amortization expense remained flat at $1.7 million for the three months ended September 30, 2024.
Other Expense, Net
Other expense, net for the three months ended September 30, 2024 decreased by $0.5 million, or 55.8% to $0.4 million, compared to the three months ended September 30, 2023. The decrease in other expense resulted primarily from decreased interest expense during the three months ended September 30, 2024 compared to the three months ended September 30, 2023.
(Benefit) Provision for Income Taxes
Our (benefit) provision for income taxes for the three months ended September 30, 2024, decreased $7.8 million, or 112.2%, to $(0.9) million compared to the three months ended September 30, 2023. The decrease primarily resulted from decreased pre-tax earnings. For the three months ended September 30, 2024 and 2023, our effective tax rate of 14.2% and 25.1%, respectively. For the three months ended September 30, 2024, our effective tax rate was reduced by deferred tax impacts of pre-tax losses and U.S. state taxes. For the three months ended September 30, 2023, our effective tax rate exceeded the statutory federal income tax rate of 21% primarily due to the impact of U.S. state taxes. For the three months ended September 30, 2023, this increase in tax rate was partially offset by the benefit of the foreign derived intangible income deduction.
Non-controlling Interest
Non-controlling interest represents the ownership interests of the members of the LLC other than us and the amount recorded as non-controlling interest in our unaudited interim condensed consolidated statements of operations and comprehensive (loss) income is computed by multiplying pre-tax (loss) income for the applicable period, by the percentage ownership in the LLC not directly attributable to us. For the three months ended September 30, 2024 and 2023, the weighted-average non-controlling interest attributable to ownership interests in the LLC not directly attributable to us was 1.6% and 2.2%, respectively.

GAAP Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA
Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures that are used by management as well as by investors, commercial bankers, industry analysts and other users of our financial statements.
We define Adjusted EBITDA as net (loss) income before interest expense, income taxes, depreciation, amortization, and non-cash, non-recurring or non-operating expenses, including certain professional fees, litigation settlements and non-cash compensation expense. We define Adjusted EBITDA margin as Adjusted EBITDA divided by net sales. Adjusted EBITDA and Adjusted EBITDA margin are not measures of net (loss) income as determined by GAAP. Management believes adjusted EBITDA and Adjusted EBITDA margin allow investors to evaluate the Company’s operating performance and compare our results of operations from period to period on a consistent basis by excluding items that management does not believe are indicative of our core operating performance. Management uses Adjusted EBITDA to assist in highlighting trends in our operating results without regard to our financing methods, capital structure and non-recurring or non-operating expenses. We exclude the items listed above from net (loss) income in arriving at Adjusted EBITDA because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures, the methods by which assets were acquired and other factors. Adjusted EBITDA has limitations as an analytical tool and should not be considered as an alternative to, or more meaningful than, net (loss) income as determined in accordance with GAAP or as an indicator of our liquidity. Certain items excluded from Adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historical costs of depreciable assets. Our presentation of Adjusted EBITDA and Adjusted EBITDA margin should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of Adjusted EBITDA and Adjusted EBITDA margin may not be comparable to other similarly titled measures of other companies.
The following table sets forth a reconciliation of net (loss) income as determined in accordance with GAAP to Adjusted EBITDA and presentation of net (loss) income margin and Adjusted EBITDA margin for the periods indicated (dollars in thousands):
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Three Months Ended September 30,
20242023
Net (loss) income$(5,147)$20,770 
(Benefit) provision for income taxes (850)6,978 
Interest expense396 884 
Depreciation7,374 6,324 
Amortization1,716 1,715 
Professional fees 1
1,006 857 
Litigation settlement 2
3,500 — 
Stock-based compensation expense 3
1,900 1,460 
Adjusted EBITDA$9,895 $38,988 
Net Sales$171,580 $255,830 
Net (Loss) Income Margin 4
(3.0)%8.1 %
Adjusted EBITDA Margin 4
5.8 %15.2 %
(1)
For the three months ended September 30, 2024, represents legal and advisory fees related to ongoing litigation with the Company's insurance carriers related to the Batchelder matters for fiscal year 2025. For the three months ended September 30, 2023, represents legal and advisory fees related to product liability cases that were settled in June 2023.
(2)Represents amount the Company has agreed to pay pursuant to a settlement agreement with Mark E. Andrews, the Trustee for Tommy's Fort Worth LLC and the Debtors. The settlement agreement remains subject to approval by the Bankruptcy Court.
(3)
Represents equity-based incentives awarded to certain of our employees under the Malibu Boats, Inc. Long-Term Incentive Plan and profit interests issued under the previously existing limited liability company agreement of the LLC. See Note 13 to our unaudited interim condensed consolidated financial statements included elsewhere in this Quarterly Report.
(4)
We calculate net (loss) income margin as net (loss) income divided by net sales, and we define adjusted EBITDA margin as Adjusted EBITDA divided by net sales.

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Adjusted Fully Distributed Net Income
We define Adjusted Fully Distributed Net Income as net (loss) income attributable to Malibu Boats, Inc. (i) excluding income tax (benefit) expense, (ii) excluding the effect of non-recurring or non-cash items, (iii) assuming the exchange of all LLC Units into shares of Class A Common Stock, which results in the elimination of non-controlling interest in the LLC, and (iv) reflecting an adjustment for income tax (benefit) expense on fully distributed net (loss) income before income taxes at our estimated effective income tax rate. Adjusted Fully Distributed Net (Loss) Income is a non-GAAP financial measure because it represents net (loss) income attributable to Malibu Boats, Inc., before non-recurring or non-cash items and the effects of non-controlling interests in the LLC.
We use Adjusted Fully Distributed Net Income to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting our business than GAAP measures alone.
We believe Adjusted Fully Distributed Net Income assists our board of directors, management and investors in comparing our net (loss) income on a consistent basis from period to period because it removes non-cash or non-recurring items, and eliminates the variability of non-controlling interest as a result of member owner exchanges of LLC Units into shares of Class A Common Stock.
In addition, because Adjusted Fully Distributed Net Income is susceptible to varying calculations, the Adjusted Fully Distributed Net Income measures, as presented in this Quarterly Report, may differ from and may, therefore, not be comparable to similarly titled measures used by other companies.
The following table shows the reconciliation of the numerator and denominator for net (loss) income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock for the periods presented (in thousands except share and per share data):
Three Months Ended September 30,
20242023
Reconciliation of numerator for net (loss) income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
(Benefit) provision for income taxes (850)6,978 
Professional fees 1
1,006 857 
Acquisition and integration related expenses 2
1,677 1,677 
Stock-based compensation expense 3
1,900 1,460 
Litigation settlement 4
3,500 — 
Net (loss) income attributable to non-controlling interest 5
(99)511 
Fully distributed net income before income taxes2,086 31,742 
Income tax expense on fully distributed income before income taxes 6
511 7,777 
Adjusted fully distributed net income$1,575 $23,965 
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Three Months Ended September 30,
20242023
Reconciliation of denominator for net (loss) income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock:
Weighted-average shares outstanding of Class A Common Stock used for basic net (loss) income per share: 20,025,742 20,586,487 
Adjustments to weighted-average shares of Class A Common Stock:
Weighted-average LLC Units held by non-controlling unit holders 7
321,419 455,919 
Weighted-average unvested restricted stock awards issued to management 8
290,914 232,584 
Adjusted weighted-average shares of Class A Common Stock outstanding used in computing Adjusted Fully Distributed Net Income per Share of Class A Common Stock:20,638,075 21,274,990 
The following table shows the reconciliation of net (loss) income available to Class A Common Stock per share to Adjusted Fully Distributed Net Income per Share of Class A Common Stock for the periods presented:
Three Months Ended September 30,
20242023
Net (loss) income available to Class A Common Stock per share$(0.25)$0.98 
Impact of adjustments:
(Benefit) provision for income taxes (0.04)0.34 
Professional fees 1
0.05 0.04 
Acquisition and integration related expenses 2
0.08 0.08 
Stock-based compensation expense 3
0.09 0.07 
Litigation settlement 4
0.17 — 
Net (loss) income attributable to non-controlling interest 5
— 0.02 
Fully distributed net income per share before income taxes0.10 1.53 
Impact of income tax expense on fully distributed income before income taxes 6
(0.03)(0.38)
Impact of increased share count 9
0.01 (0.02)
Adjusted Fully Distributed Net Income per Share of Class A Common Stock$0.08 $1.13 
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(1)
For the three months ended September 30, 2024, represents legal and advisory fees related to ongoing litigation with the Company's insurance carriers related to the Batchelder matters for fiscal year 2025. For the three months ended September 30, 2023, represents legal and advisory fees related to product liability cases that were settled in June 2023.
(2)
For the three months ended September 30, 2024 and 2023, represents amortization of intangibles acquired in connection with the acquisitions of Maverick Boat Group, Pursuit and Cobalt.
(3)
Represents equity-based incentives awarded to certain of our employees under the Malibu Boats, Inc. Long-Term Incentive Plan and profit interests issued under the previously existing limited liability company agreement of the LLC. See Note 13 to our unaudited interim condensed consolidated financial statements included elsewhere in this Quarterly Report.
(4)Represents amount the Company has agreed to pay pursuant to a settlement agreement with Mark E. Andrews, the Trustee for Tommy's Fort Worth LLC and the Debtors. The settlement agreement remains subject to approval by the Bankruptcy Court.
(5)Reflects the elimination of the non-controlling interest in the LLC as if all LLC members had fully exchanged their LLC Units for shares of Class A Common Stock.
(6)
Reflects income tax expense at an estimated normalized annual effective income tax rate of 24.5% and 24.3% of income before income taxes for the three and three months ended September 30, 2024 and 2023, respectively, assuming the conversion of all LLC Units into shares of Class A Common Stock. The estimated normalized annual effective income tax rate for fiscal year 2025 is based on the federal statutory rate plus a blended state rate adjusted for the research and development tax credit, the foreign derived intangible income deduction, and foreign income taxes attributable to our Australian subsidiary.
(7)Represents the weighted-average shares outstanding of LLC Units held by non-controlling interests assuming they were exchanged into Class A Common Stock on a one-for-one basis.
(8)Represents the weighted-average unvested restricted stock awards included in outstanding shares during the applicable period that were convertible into Class A Common Stock and granted to members of management.
(9)Reflects impact of increased share counts assuming the exchange of all weighted-average shares outstanding of LLC Units into shares of Class A Common Stock and the conversion of all weighted-average unvested restricted stock awards included in outstanding shares granted to members of management.

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Liquidity and Capital Resources
Overview and Primary Sources of Cash
Our primary uses of cash have been for funding working capital and capital investments, repayments under our debt arrangements, acquisitions, cash distributions to members of the LLC, cash payments under our tax receivable agreement and stock repurchases under our stock repurchase program. For both the short term and the long term, our sources of cash to meet these needs have primarily been operating cash flows, borrowings under our revolving credit facility and short and long-term debt financings from banks and financial institutions. We believe that our cash on hand, cash generated by operating activities and funds available under our revolving credit facility will be sufficient to finance our operating activities for at least the next twelve months and beyond.
Material Cash Requirements
Our typical uses of cash are for capital expenditures, debt service obligations, payments under our tax receivables agreement, our lease obligations and return of capital to our stockholders, which has typically been accomplished through our stock repurchase programs.
Capital Expenditures. For fiscal year 2024, we incurred approximately $76.0 million in capital expenditures primarily related to the purchase and completion of our Roane County, Tennessee facility as well as new models, capacity enhancements and vertical integration initiatives. We expect capital expenditures between $30.0 million and $35.0 million for fiscal year 2025, (of which we have incurred approximately $8.6 million through the first three months of fiscal year 2025), primarily for investments in new models, capacity enhancements and vertical integration initiatives. Other investment opportunities, such as potential strategic acquisitions, may require additional funding.
Principal and Interest Payments. Our Third Amended and Restated Credit Agreement (the “Credit Agreement”) provides us with a revolving credit facility in an aggregate principal amount of up to $350.0 million. As of September 30, 2024, we had $28.0 million outstanding under our revolving credit facility and $1.7 million in outstanding letters of credit, with $320.3 million available for borrowing. The revolving credit facility matures on July 8, 2027. Assuming no additional repayments or borrowings on our revolving credit facility after September 30, 2024, our interest payments would be approximately $2.3 million within the next 12 months based on the interest rate at September 30, 2024 of 8.25%. See below under “Revolving Credit Facility” for additional information regarding our revolving credit facility, including the interest rate applicable to any borrowing under such facility.
Tax Receivable Agreement. We entered into a tax receivable agreement with our pre-IPO owners at the time of our initial public offering. Under the tax receivables agreement, we pay the pre-IPO owners (or any permitted assignees) 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that we actually realize, or in some circumstances are deemed to realize, as a result of an expected increase in our share of tax basis in LLC’s tangible and intangible assets, including increases attributable to payments made under the tax receivable agreement. These obligations will not be paid if we do not realize cash tax savings. We estimate that no amounts will be due under the tax receivable agreement within the next 12 months. In accordance with the tax receivable agreement, the next payment is anticipated to occur once net operating losses are utilized and there is sufficient taxable income.
Operating Lease Obligations. Lease commitments consist principally of leases for our manufacturing facilities. Our expected operating lease payments due within the next 12 months are $2.3 million and our total committed lease payments are $7.8 million as of September 30, 2024. Additional information regarding our operating leases is available in Note 10 of our unaudited interim condensed consolidated financial statements included elsewhere in this Quarterly Report.
Purchase Obligations. In the ordinary course of business, we enter into purchase orders from a variety of suppliers, primarily for raw materials, in order to manage our various operating needs. The orders are expected to be purchased throughout fiscal year 2025. We or the vendor can generally terminate the purchase orders at any time. These purchase orders do not contain any termination payments or other penalties if cancelled. As of September 30, 2024, we had purchase orders in the amount of $69.1 million due within the next 12 months.
Return of Capital/Stock Repurchase Program. We previously announced that we intend to return capital of at least $10.0 million per quarter through May 2025 through either the repurchase of Class A Common Stock or through dividend payments. To date, we have returned capital to our stockholders through the repurchase of our stock and have not declared any dividends. During the three months ended September 30, 2024, we repurchased 278,485 shares of Class A Common Stock for $10.1 million in cash including related fees and expenses under our 2023 Repurchase Program. Our Board of Directors authorized a stock repurchase program for the repurchase of up to $100.0 million of our Class A Common Stock and the LLC's LLC Units for the period from November 8, 2023 to November 8, 2024. As of September 30, 2024, $72.6 million was available to
33

repurchase shares of Class A Common Stock and LLC Units under the 2023 Repurchase Program. On October 23, 2024, our Board of Directors authorized a new stock repurchase program for the repurchase of up to $50.0 million of our Class A Common Stock and the LLC's LLC Units for the period from November 9, 2024 to June 30, 2025. We may repurchase shares of our common stock at any time or from time to time, without prior notice, subject to market conditions and other considerations. We have no obligation to repurchase any shares of our common stock under the share repurchase program. We intend to fund repurchases under the repurchase program from cash on hand.
During fiscal year 2024, we had a one-time payment of $100.0 million with respect to a settlement agreement entered in connection with the settlement of all Batchelder-related product liability matters. We borrowed $75.0 million under the revolving credit facility to fund a portion of that payment. We maintain liability insurance applicable to the Batchelder-related matters with coverage up to $26.0 million. As of October 31, 2024, we had received approximately $21.0 million in insurance coverage proceeds, subject in certain cases to reservation of rights by the insurance carriers. We contend that the insurance carriers are responsible for the entirety of the $100.0 million settlement amount and related expenses, and therefore the insurers’ payments to date are well below what they should have tendered to Boats LLC. Accordingly, on July 3, 2023, Boats LLC filed a complaint against Federal Insurance Company and Starr Indemnity & Liability Company alleging that the insurers unreasonably failed to comply with their obligations by refusing, negligently and in bad faith, to settle covered claims within their available policy limits prior to trial. We intend to vigorously pursue our claims against our insurers to recover the full $100.0 million settlement amount and expenses (less any monies already tendered without reservation by the carriers). However, we cannot predict the outcome of such litigation.
Our future capital requirements beyond the next 12 months will depend on many factors, including the general economic environment in which we operate and our ability to generate cash flow from operations, which are more uncertain as a result of inflation, increasing interest rates, increasing fuel prices. Our liquidity needs during this uncertain time will depend on multiple factors, including our ability to continue operations and production of boats, the performance of our dealers and suppliers, the impact of the general economy on our dealers, suppliers and retail customers, the availability of sufficient amounts of financing, and our operating performance.
The following table summarizes the cash flows from operating, investing and financing activities (dollars in thousands):
 Three Months Ended September 30,
 20242023
Total cash (used in) provided by:
Operating activities$(8,402)$(48,411)
Investing activities(8,626)(39,527)
Financing activities17,513 54,605 
Impact of currency exchange rates on cash balances229 (142)
Increase (Decrease) in cash$714 $(33,475)
Operating Activities
Net cash used in operating activities was $8.4 million for the three months ended September 30, 2024, compared to net cash used in operating activities of $48.4 million for the three months ended September 30, 2023, a decrease of $40.0 million. The decrease in cash used in operating activities resulted from a net decrease in operating assets and liabilities of $69.9 million. This decrease was primarily driven by a one-time payment of $100.0 million with respect to a settlement agreement entered in connection with all Batchelder-related product liability matters during the three months ended September 30, 2023, offset by $21.0 million in insurance coverage proceeds received during the three months ended September 30, 2023 that are subject in certain cases to reservations of rights by the insurance carriers, as well as the timing of collections of accounts receivables, payments for accruals and payables, and purchases of inventory. The increase in operating assets and liabilities was partially offset by a decrease of $29.9 million in net income (after consideration of non-cash items included in net (loss) income, primarily related to depreciation, amortization, deferred tax assets and non-cash compensation).
Investing Activities
Net cash used in investing activities was $8.6 million for the three months ended September 30, 2024, compared to net cash used in investing activities of $39.5 million for the three months ended September 30, 2023, a decrease in net cash used of $30.9 million. The decrease in net cash used in investing activities for the three months ended September 30, 2024 was primarily related to decreased capital expenditures compared to the three months ended September 30, 2023.
34

Financing Activities
Net cash provided by financing activities was $17.5 million for the three months ended September 30, 2024 compared to net cash provided by financing activities of $54.6 million for the three months ended September 30, 2023, a decrease of $37.1 million. During the three months ended September 30, 2024, we borrowed $28.0 million, net of repayments, under our revolving credit facility and repurchased $10.5 million of our Class A Common Stock under our current stock repurchase program. During the three months ended September 30, 2023, we repaid $65.0 million, net of borrowings, under our revolving credit facility and repurchased $9.6 million of our Class A Common Stock under our prior stock repurchase program. We also paid $0.8 million in distributions to LLC Unit holders.
Revolving Credit Facility
On July 8, 2022, Boats LLC entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”) which provides Boats LLC with a revolving credit facility in an aggregate principal amount of up to $350.0 million. As of September 30, 2024, the Company had $28.0 million outstanding under its revolving credit facility and $1.7 million in outstanding letters of credit, with $320.3 million available for borrowing. The revolving credit facility matures on July 8, 2027. Boats LLC has the option to request that lenders increase the amount available under the revolving credit facility by, or obtain incremental term loans of, up to $200.0 million, subject to the terms of the Credit Agreement and only if existing or new lenders choose to provide additional term or revolving commitments.
Our indirect subsidiary, Malibu Boats, LLC is the borrower under the Credit Agreement and its obligations are guaranteed by the LLC and, subject to certain exceptions, the present and future domestic subsidiaries of Malibu Boats, LLC, and all such obligations are secured by substantially all of the assets of the LLC, Malibu Boats, LLC and such subsidiary guarantors. Malibu Boats, Inc. is not a party to the Credit Agreement.
All borrowings under the Credit Agreement bear interest at a rate equal to either, at our option, (i) the highest of the prime rate, the Federal Funds Rate plus 0.5%, or one-month Term SOFR plus 1% (the “Base Rate”) or (ii) SOFR, in each case plus an applicable margin ranging from 1.25% to 2.00% with respect to SOFR borrowings and 0.25% to 1.00% with respect to Base Rate borrowings. The applicable margin will be based upon the consolidated leverage ratio of the LLC and its subsidiaries. We are required to pay a commitment fee for the unused portion of the revolving credit facility, which will range from 0.15% to 0.30% per annum, depending on the LLC’s and its subsidiaries’ consolidated leverage ratio.
The Credit Agreement contains certain customary representations and warranties, and notice requirements for the occurrence of specific events such as the occurrence of any event of default or pending or threatened litigation. The Credit Agreement also requires compliance with certain customary financial covenants consisting of a minimum ratio of EBITDA to interest expense and a maximum ratio of total debt to EBITDA. The Credit Agreement contains restrictive covenants regarding indebtedness, liens, fundamental changes, investments, share repurchases, dividends and distributions, disposition of assets, transactions with affiliates, negative pledges, hedging transactions, certain prepayments of indebtedness, accounting changes and governmental regulation.
The Credit Agreement also contains customary events of default. If an event of default has occurred and continues beyond any applicable cure period, the administrative agent may (i) accelerate all outstanding obligations under the Credit Agreement or (ii) terminate the commitments, amongst other remedies. Additionally, the lenders are not obligated to fund any new borrowing under the Credit Agreement while an event of default is continuing.
Repurchase Commitments
Our dealers have arrangements with certain finance companies to provide secured floor plan financing for the purchase of our boats. These arrangements indirectly provide liquidity to us by financing dealer purchases of our products, thereby minimizing the use of our working capital in the form of accounts receivable. A majority of our sales are financed under similar arrangements, pursuant to which we receive payment within a few days of shipment of the product. In most cases, we have agreed to repurchase products repossessed by the finance companies if a dealer defaults on its debt obligations to a finance company and the boat is returned to us, subject to certain limitations. Our financial exposure under these agreements is limited to the difference between the amounts unpaid by the dealer with respect to the repossessed product plus costs of repossession and the amount received on the resale of the repossessed product. During the three months ended September 30, 2024, we repurchased 19 new model year 2024 units related to the ongoing bankruptcy with Tommy's Boats totaling $2.5 million. Pursuant to an order of the bankruptcy court, we have agreed to repurchase those boats that were the subject of a repurchase agreement with M&T Bank and that have not otherwise been sold to customers. This repurchase was reflected in the Company's June 30, 2024 consolidated financial statements and these boats were subsequently resold during the three months ended September 30, 2024 above cost. With respect to boats not subject to the repurchase agreement, the bankruptcy trustee has retained Gordon Brothers to sell the remaining inventory as part of liquidation sales that are ongoing. For fiscal year 2023, we did not repurchase any boats under our repurchase agreement. An adverse change in retail sales could require us to repurchase
35

repossessed units upon an event of default by any of our dealers, subject to the annual limitation. Refer to Note 15 to the unaudited interim condensed consolidated financial statements included elsewhere in this Quarterly Report for further information on repurchase commitments.
Critical Accounting Policies
As of September 30, 2024, there were no significant changes in the application of our critical accounting policies or estimation procedures from those presented in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024.
36

Item 3. Quantitative and Qualitative Disclosures About Market Risk
Refer to our Annual Report on Form 10-K for the year ended June 30, 2024, for a complete discussion on the Company’s market risk. There have been no material changes in market risk from those disclosed in the Company's Form 10-K for the year ended June 30, 2024.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
As of the end of the period covered by this Quarterly Report, we carried out an evaluation under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures. Based upon this evaluation, our chief executive officer and chief financial officer have concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of September 30, 2024.
Changes in Internal Control Over Financial Reporting
There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
37

Part II - Other Information
Item 1. Legal Proceedings
The discussion of legal matters under this section entitled "Legal Proceedings" is incorporated by reference from Note 15 of our unaudited interim condensed consolidated financial statements included elsewhere in this Quarterly Report.
The pending lawsuits described in Note 15 of our unaudited interim consolidated financial statements and any other related lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The outcomes of the pending lawsuits and any other related lawsuits are necessarily uncertain. We could be forced to expend significant resources in the defense of the pending lawsuits and any additional lawsuits, and we may not prevail. In addition, we may incur substantial legal fees and costs in connection with such lawsuits. We currently are not able to estimate the possible cost to us from these matters, as the pending lawsuits are currently at an early stage, and we cannot be certain how long it may take to resolve the pending lawsuits or the possible amount of any damages that we may be required to pay. Such amounts could be material to our financial statements if we do not prevail in the defense of the pending lawsuits and any other related lawsuits, or even if we do prevail. We have not established any reserve for any potential liability relating to the pending lawsuits and any other related lawsuits. It is possible that we could, in the future, incur judgments or enter into settlements of claims for monetary damages.
Item 1A. Risk Factors
During the quarter ended September 30, 2024, other than as described below, there were no material changes to the risk factors discussed in Part I, Item 1A. "Risk Factors” of our Annual Report on Form 10-K for the year ended June 30, 2024.
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities
Unregistered Sales of Equity Securities
None.
Repurchase of Class A Common Stock
This table provides information with respect to purchases by us of shares of our Class A Common Stock under our stock repurchase programs during the quarter ended September 30, 2024 (in thousands except share and per share data).
PeriodTotal Number of Shares PurchasedAverage Price Paid Per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan (1)
July 1, 2024 through July 31, 202497,435 $35.49 97,435 $79,211 
August 1, 2024 through August 31, 202498,312 

34.98 98,312 75,739 
September 1, 2024 through September 30, 202482,738 37.83 82,738 72,583 
Total278,485 $35.91 278,485 $72,583 
(1) On October 26, 2023, our Board of Directors authorized a stock repurchase program (the "2023 Repurchase Program") to allow for the repurchase of up to $100.0 million of our Class A Common Stock and the LLC's LLC Units for the period from November 8, 2023 to November 8, 2024. During the three months ended September 30, 2024, we repurchased 278,485 shares of Class A Common Stock for $10.1 million in cash including related fees and expenses under our 2023 Repurchase Program. Our share repurchase programs do not obligate us to repurchase a minimum amount of shares. Under the programs, shares of Class A Common Stock may be repurchased in privately negotiated or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not Applicable.
38

Item 5. Other Information
None.
39


Item 6. Exhibits
Incorporated by Reference
Exhibit No.DescriptionFormFile No.ExhibitFiling Date
Certificate of Incorporation of Malibu Boats, Inc. S-1333-1928623.1January 8, 2014
Second Amended and Restated Bylaws of Malibu Boats, Inc.8-K001-362903.1October 28, 2024
Certificate of Formation of Malibu Boats Holdings, LLC S-1333-1928623.3January 8, 2014
First Amended and Restated Limited Liability Company Agreement of Malibu Boats Holdings, LLC, dated as of February 5, 2014 8-K001-3629010.1February 6, 2014
First Amendment, dated as of February 5, 2014, to First Amended and Restated Limited Liability Company Agreement of Malibu Boats Holdings, LLC 10-Q/A001-362903.5May 13, 2014
Second Amendment, dated as of June 27, 2014, to First Amended and Restated Limited Liability Company Agreement of Malibu Boats Holdings, LLC 8-K001-362903.1June 27, 2014
Description of Class A Common Stock 10-K001-362904.1August 29, 2024
Form of Class A Common Stock Certificate S-1333-1928624.1January 8, 2014
Form of Class B Common Stock Certificate S-1333-1928624.2January 8, 2014
Exchange Agreement, dated as of February 5, 2014, by and among Malibu Boats, Inc. and Affiliates of Black Canyon Capital LLC and Horizon Holdings, LLC 8-K001-3629010.2February 6, 2014
Exchange Agreement, dated as of February 5, 2014, by and among Malibu Boats, Inc. and the Members of Malibu Boats Holdings, LLC 8-K001-3629010.3February 6, 2014
Tax Receivable Agreement, dated as of February 5, 2014, by and among Malibu Boats, Inc., Malibu Boats Holdings, LLC and the Other Members of Malibu Boats Holdings, LLC 8-K001-3629010.4February 6, 2014
Malibu Boats, Inc. 2024 Performance Incentive Plan8-K001-3629010.1October 28, 2024
Certificate of the Chief Executive Officer of Malibu Boats, Inc. pursuant to Rule 13a-14 or 15d-14 of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certificate of the Chief Financial Officer of Malibu Boats, Inc. pursuant to Rule 13a-14 or 15d-14 of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of the Chief Executive Officer and Chief Financial Officer of Malibu Boats, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101
The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 were formatted in Inline XBRL: (i) Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income, (ii) Condensed Consolidated Balance Sheets, (iii) Condensed Consolidated Statements of Stockholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
104
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL (Included as Exhibit 101).
*    Management contract or compensatory plan or arrangement.    
++    Filed herewith
40

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
October 31, 2024MALIBU BOATS, INC.
By: /s/ Steven D. Menneto
Steven D. Menneto,
Chief Executive Officer
(Principal Executive Officer)
By:/s/ Bruce W. Beckman
Bruce W. Beckman,
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)


41

Exhibit 31.1
CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Steven D. Menneto, certify that:
1.
I have reviewed this Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024 of Malibu Boats, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Dated: October 31, 2024
/s/ Steven D. Menneto
Steven D. Menneto
Chief Executive Officer



Exhibit 31.2
CERTIFICATION PURSUANT TO RULE 13a-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Bruce W. Beckman, certify that:
1.
I have reviewed this Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024 of Malibu Boats, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Dated: October 31, 2024
/s/ Bruce W. Beckman
Bruce W. Beckman
Chief Financial Officer



Exhibit 32.1
CERTIFICATIONS PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350), Steven D. Menneto, Chief Executive Officer of Malibu Boats, Inc. (the “Company”), and Bruce W. Beckman, Chief Financial Officer of the Company, each hereby certifies that, to the best of his knowledge:
(1)
The Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, to which this Certification is attached as Exhibit 32.1 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act, and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

In Witness Whereof, the undersigned have set their hands hereto as of the 31st day of October, 2024.


/s/ Bruce W. Beckman/s/ Steven D. Menneto
Bruce W. BeckmanSteven D. Menneto
Chief Financial OfficerChief Executive Officer

This certification accompanies the Form 10-Q to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Malibu Boats, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.



v3.24.3
Cover Page - shares
3 Months Ended
Sep. 30, 2024
Oct. 28, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
Document Transition Report false  
Entity File Number 001-36290  
Entity Registrant Name MALIBU BOATS, INC.  
Entity Incorporation, State or Country Code DE  
Entity Address, Address Line One 5075 Kimberly Way  
Entity Address, City or Town Loudon  
Entity Address, State or Province TN  
Entity Address, Postal Zip Code 37774  
Entity Tax Identification Number 46-4024640  
City Area Code 865  
Local Phone Number 458-5478  
Title of 12(b) Security Class A Common Stock, par value $0.01  
Trading Symbol MBUU  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Smaller Reporting Company false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0001590976  
Amendment Flag false  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q1  
Current Fiscal Year End Date --06-30  
Class A Common Stock    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   19,715,202
Class B Common Stock    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   12
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Income Statement [Abstract]    
Net sales $ 171,580 $ 255,830
Cost of sales 143,371 199,036
Gross profit 28,209 56,794
Operating expenses:    
Selling and marketing 4,864 5,752
General and administrative 27,240 20,705
Amortization 1,716 1,715
Operating (loss) income (5,611) 28,622
Other expense (income), net:    
Other income, net (10) (10)
Interest expense 396 884
Other expense, net 386 874
(Loss) income before (benefit) provision for income taxes (5,997) 27,748
(Benefit) provision for income taxes (850) 6,978
Net (loss) income (5,147) 20,770
Net (loss) income attributable to non-controlling interest (99) 511
Net (loss) income attributable to Malibu Boats, Inc. (5,048) 20,259
Comprehensive (loss) income:    
Net (loss) income (5,147) 20,770
Other comprehensive income (loss):    
Change in cumulative translation adjustment 968 (751)
Other comprehensive income (loss) 968 (751)
Comprehensive (loss) income (4,179) 20,019
Less: comprehensive (loss) income attributable to non-controlling interest, net of tax (80) 493
Comprehensive (loss) income attributable to Malibu Boats, Inc., net of tax $ (4,099) $ 19,526
Weighted-average shares outstanding used in computing net (loss) income per share:    
Basic (in shares) 20,025,742 20,586,487
Diluted (in shares) 20,025,742 20,684,230
Net (loss) income available to Class A Common Stock per share:    
Basic (in dollars per share) $ (0.25) $ 0.98
Diluted (in dollars per share) $ (0.25) $ 0.98
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Current assets    
Cash $ 27,659 $ 26,945
Trade receivables, net 34,767 23,141
Inventories, net 146,872 145,573
Prepaid expenses and other current assets 12,280 6,470
Total current assets 221,578 202,129
Property, plant and equipment, net 245,492 244,601
Goodwill 51,645 51,415
Other intangible assets, net 173,760 175,449
Deferred tax assets 59,312 58,097
Other assets 7,350 7,933
Total assets 759,137 739,624
Current liabilities    
Accounts payable 31,609 19,152
Accrued expenses 110,892 119,430
Income taxes and tax distribution payable 260 4
Total current liabilities 142,761 138,586
Deferred tax liabilities 17,773 17,661
Other liabilities 7,619 8,045
Payable pursuant to tax receivable agreement 40,613 40,613
Long-term debt 28,000 0
Total liabilities 236,766 204,905
Commitments and contingencies (See Note 15)
Stockholders' Equity    
Preferred Stock, par value $0.01 per share; 25,000,000 shares authorized; no shares issued and outstanding as of September 30, 2024 and June 30, 2024 0 0
Additional paid in capital 56,041 64,222
Accumulated other comprehensive loss, net of tax (3,230) (4,198)
Accumulated earnings 464,737 469,785
Total stockholders' equity attributable to Malibu Boats, Inc. 517,745 530,009
Non-controlling interest 4,626 4,710
Total stockholders’ equity 522,371 534,719
Total liabilities and stockholders' equity 759,137 739,624
Class A Common Stock    
Stockholders' Equity    
Common stock $ 197 $ 200
Common stock, shares issued (in shares) 19,882,630 20,181,542
Common stock, shares outstanding (in shares) 19,882,630 20,181,542
Class B Common Stock    
Stockholders' Equity    
Common stock $ 0 $ 0
Common stock, shares issued (in shares) 12 12
Common stock, shares outstanding (in shares) 12 12
v3.24.3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2024
Jun. 30, 2024
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 25,000,000 25,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Class A Common Stock    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 100,000,000 100,000,000
Common stock, shares issued (in shares) 19,882,630 20,181,542
Common stock, shares outstanding (in shares) 19,882,630 20,181,542
Class B Common Stock    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 25,000,000 25,000,000
Common stock, shares issued (in shares) 12 12
Common stock, shares outstanding (in shares) 12 12
v3.24.3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - 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
Accumulated Other Comprehensive Loss
Accumulated Earnings
Non-controlling Interest in LLC
Beginning balance (in shares) at Jun. 30, 2023       20,603,000 12        
Beginning balance at Jun. 30, 2023 $ 615,753     $ 204 $ 0 $ 86,321 $ (4,340) $ 525,697 $ 7,871
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net (loss) income 20,770             20,259 511
Stock based compensation, net of withholding taxes on vested equity awards 1,443         1,443      
Issuances of equity for services 47         47      
Repurchase and retirement of common stock (in shares)       (199,000)          
Repurchase and retirement of common stock (9,619)     $ (2)   (9,617)      
Distributions to LLC Unit holders (114)               (114)
Foreign currency translation adjustment (768)           (751)   (17)
Ending balance (in shares) at Sep. 30, 2023       20,404,000 12        
Ending balance at Sep. 30, 2023 627,512     $ 202 $ 0 78,194 (5,091) 545,956 8,251
Beginning balance (in shares) at Jun. 30, 2024   20,181,542 12 20,182,000 12        
Beginning balance at Jun. 30, 2024 534,719     $ 200 $ 0 64,222 (4,198) 469,785 4,710
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net (loss) income (5,147)             (5,048) (99)
Stock based compensation, net of withholding taxes on vested equity awards (in shares)       (21,000)          
Stock based compensation, net of withholding taxes on vested equity awards 1,869         1,869      
Issuances of equity for services 47         47      
Repurchase and retirement of common stock (in shares)       (278,000)          
Repurchase and retirement of common stock (10,100)     $ (3)   (10,097)      
Foreign currency translation adjustment 983           968   15
Ending balance (in shares) at Sep. 30, 2024   19,882,630 12 19,883,000 12        
Ending balance at Sep. 30, 2024 $ 522,371     $ 197 $ 0 $ 56,041 $ (3,230) $ 464,737 $ 4,626
v3.24.3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Operating activities:    
Net (loss) income $ (5,147) $ 20,770
Adjustments to reconcile net (loss) income to net cash used in operating activities:    
Non-cash compensation expense 1,900 1,460
Non-cash compensation to directors 47 297
Depreciation 7,374 6,324
Amortization 1,716 1,715
Deferred income taxes (1,092) 4,199
Other items, net 605 533
Change in operating assets and liabilities:    
Trade receivables (11,626) 3,501
Inventories (1,009) (3,217)
Prepaid expenses and other assets (6,559) (4,549)
Accounts payable 13,429 (1,995)
Income taxes payable 917 675
Accrued expenses (8,516) (77,650)
Other liabilities (441) (474)
Net cash used in operating activities (8,402) (48,411)
Investing activities:    
Purchases of property and equipment (8,626) (39,527)
Net cash used in investing activities (8,626) (39,527)
Financing activities:    
Proceeds from revolving credit facility 38,000 75,000
Payments on revolving credit facility (10,000) (10,000)
Cash paid for withholding taxes on vested restricted stock (16) 0
Distributions to non-controlling LLC Unit holders 0 (776)
Repurchase and retirement of Class A Common Stock (10,471) (9,619)
Net cash provided by financing activities 17,513 54,605
Effect of exchange rate changes on cash 229 (142)
Changes in cash 714 (33,475)
Cash—Beginning of period 26,945 78,937
Cash—End of period 27,659 45,462
Supplemental cash flow information:    
Cash paid for interest 493 95
Cash paid for income taxes $ 137 $ 579
v3.24.3
Organization, Basis of Presentation, and Summary of Significant Accounting Policies
3 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Organization, Basis of Presentation, and Summary of Significant Accounting Policies
Organization
Malibu Boats, Inc. (“MBI” and, together with its subsidiaries, the “Company” or "Malibu"), a Delaware corporation formed on November 1, 2013, is the sole managing member of Malibu Boats Holdings, LLC, a Delaware limited liability company (the "LLC"). The Company operates and controls all of the LLC's business and affairs and, therefore, pursuant to Financial Accounting Standards Board ("FASB") Accounting Standards Codification (“ASC”) Topic 810, Consolidation, consolidates the financial results of the LLC and its subsidiaries, and records a non-controlling interest for the economic interest in the Company held by the non-controlling holders of units in the LLC ("LLC Units"). The LLC was formed in 2006. The LLC, through its wholly owned subsidiary, Malibu Boats, LLC, (“Boats LLC”), is engaged in the design, engineering, manufacturing and marketing of innovative, high-quality, recreational powerboats that are sold through a world-wide network of independent dealers. The Company sells its boats under eight brands -- Malibu, Axis, Pursuit, Maverick, Cobia, Pathfinder, Hewes and Cobalt brands. The Company reports its results of operations under three reportable segments -- Malibu, Saltwater Fishing and Cobalt.
Basis of Presentation
The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim condensed financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and disclosures of results of operations, financial position and changes in cash flow in conformity with GAAP for complete financial statements. Such statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Malibu and subsidiaries for the year ended June 30, 2024, included in the Company's Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted.
Principles of Consolidation
The accompanying unaudited interim condensed consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation.
Recent Accounting Pronouncements
In November 2023, the FASB issued Accounting Standards Update ("ASU") No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant expenses. The updated standard is effective for annual periods beginning in fiscal 2025 and interim periods beginning in the first quarter of fiscal 2026. Early adoption is permitted. The Company is currently evaluating the effect of adopting this ASU.
In December 2023, the FASB issued ASU No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which requires two primary enhancements of 1) disaggregated information on a reporting entity’s effective tax rate reconciliation, and 2) information on income taxes paid. For public business entities, the new requirements will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the effect of adopting this ASU.
v3.24.3
Revenue Recognition
3 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue Recognition Revenue Recognition
The following tables disaggregate the Company's revenue by major product type and geography:
Three Months Ended September 30, 2024
MalibuSaltwater FishingCobaltConsolidated
Revenue by product:
Boat and trailer sales$50,421 $64,437 $49,560 $164,418 
Part and other sales5,598 314 1,250 7,162 
Net Sales$56,019 $64,751 $50,810 $171,580 
Revenue by geography:
North America$50,175 $60,850 $48,217 $159,242 
International5,844 3,901 2,593 12,338 
Net Sales$56,019 $64,751 $50,810 $171,580 
Three Months Ended September 30, 2023
MalibuSaltwater FishingCobaltConsolidated
Revenue by product:
Boat and trailer sales$99,439 $92,252 $57,104 $248,795 
Part and other sales5,566 370 1,099 7,035 
Net Sales$105,005 $92,622 $58,203 $255,830 
Revenue by geography:
North America$97,055 $91,865 $57,456 $246,376 
International7,950 757 747 9,454 
Net Sales$105,005 $92,622 $58,203 $255,830 
Boat and Trailer Sales
Consists of sales of boats and trailers to the Company's dealer network, net of sales returns, discounts, rebates and free flooring incentives. Boat and trailer sales also includes optional boat features. Sales returns consist of boats returned by dealers under the Company's warranty program. Rebates, free flooring and discounts are incentives that the Company provides to its dealers based on sales of eligible products.
Part and Other Sales
Consists primarily of parts and accessories sales, royalty income and clothing sales. Parts and accessories sales include replacement and aftermarket boat parts and accessories sold to the Company's dealer network. Royalty income is earned from license agreements with various boat manufacturers, including Nautique, Chaparral, Mastercraft, and Tige related to the use of the Company's intellectual property.
v3.24.3
Non-controlling Interest
3 Months Ended
Sep. 30, 2024
Noncontrolling Interest [Abstract]  
Non-controlling Interest Non-controlling Interest
The non-controlling interest on the unaudited interim condensed consolidated statements of operations and comprehensive (loss) income represents the portion of earnings or loss attributable to the economic interest in the Company's subsidiary, the LLC, held by the non-controlling LLC Unit holders. Non-controlling interest on the unaudited interim condensed consolidated balance sheets represents the portion of net assets of the Company attributable to the non-controlling LLC Unit holders, based
on the portion of the LLC Units owned by such Unit holders. The ownership of the LLC is summarized as follows:
 As of September 30, 2024As of June 30, 2024
UnitsOwnership %UnitsOwnership %
Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC321,419 1.6 %321,419 1.6 %
Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC19,882,630 98.4 %20,181,542 98.4 %
20,204,049 100.0 %20,502,961 100.0 %
Issuance of Additional LLC Units
Under the first amended and restated limited liability company agreement of the LLC, as amended (the "LLC Agreement"), the Company is required to cause the LLC to issue additional LLC Units to the Company when the Company issues additional shares of Class A Common Stock. Other than in connection with the issuance of Class A Common Stock in connection with an equity incentive program, the Company must contribute to the LLC net proceeds and property, if any, received by the Company with respect to the issuance of such additional shares of Class A Common Stock. The Company must cause the LLC to issue a number of LLC Units equal to the number of shares of Class A Common Stock issued such that, at all times, the number of LLC Units held by the Company equals the number of outstanding shares of Class A Common Stock. During the three months ended September 30, 2024, the Company caused the LLC to issue a total of 1,550 LLC Units to the Company in connection with the issuance of Class A Common Stock for the vesting of awards granted under the Malibu Boats, Inc. Long-Term Incentive Plan (the "Incentive Plan"). During the three months ended September 30, 2024, 463 LLC Units were canceled in connection with the vesting of share-based equity awards to satisfy employee tax withholding requirements and 21,514 LLC Units were canceled in connection with stock awards with a performance condition that was deemed to not be achieved. In connection with the cancellation of LLC Units described above, an equivalent 21,514 treasury shares were retired in accordance with the LLC Agreement. Also during the three months ended September 30, 2024, 278,485 LLC Units were redeemed and canceled by the LLC in connection with the purchase and retirement of 278,485 shares under the Company's stock repurchase program that expires on November 8, 2024.
Distributions and Other Payments to Non-controlling Unit Holders
Distributions for Taxes
As a limited liability company (treated as a partnership for income tax purposes), the LLC does not incur significant federal, state or local income taxes, as these taxes are primarily the obligations of its members. As authorized by the LLC Agreement, the LLC is required to distribute cash, to the extent that the LLC has cash available, on a pro rata basis, to its members to the extent necessary to cover the members’ tax liabilities, if any, with respect to their share of LLC earnings. The LLC makes such tax distributions to its members based on an estimated tax rate and projections of taxable income. If the actual taxable income of the LLC multiplied by the estimated tax rate exceeds the tax distributions made in a calendar year, the LLC may make true-up distributions to its members, if cash or borrowings are available for such purposes. As of September 30, 2024 and June 30, 2024, respectively, tax distributions payable to non-controlling LLC Unit holders were $0. During the three months ended September 30, 2024 and 2023, tax distributions paid to the non-controlling LLC Unit holders were $0 and $776, respectively.
Other Distributions
Pursuant to the LLC Agreement, the Company has the right to determine when distributions will be made to LLC members and the amount of any such distributions. If the Company authorizes a distribution, such distribution will be made to the members of the LLC (including the Company) pro rata in accordance with the percentages of their respective LLC Units.
v3.24.3
Inventories
3 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
Inventories Inventories
Inventories, net consisted of the following:
 As of September 30, 2024As of June 30, 2024
Raw materials$100,052 $107,245 
Work in progress29,095 20,683 
Finished goods17,725 16,392 
Inventory subject to return1
— 1,253 
Total inventories$146,872 $145,573 
(1)    Represents accrual related to Tommy's Boats. See Note 15 of our condensed consolidated financial statements included elsewhere in this report.
v3.24.3
Property, Plant and Equipment, net
3 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment, net Property, Plant and Equipment, net
Property, plant and equipment, net consisted of the following:
 As of September 30, 2024As of June 30, 2024
Land$4,890 $4,890 
Building and leasehold improvements171,073 170,958 
Machinery and equipment124,159 118,123 
Furniture and fixtures15,473 15,466 
Construction in process42,386 43,511 
357,981 352,948 
Less: Accumulated depreciation(112,489)(108,347)
Property, plant and equipment, net$245,492 $244,601 
Depreciation expense was $7,374 and $6,324 for the three months ended September 30, 2024 and 2023, respectively, substantially all of which was recorded in cost of sales.
v3.24.3
Goodwill and Other Intangible Assets, net
3 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangible Assets, net Goodwill and Other Intangible Assets, net
The changes in the carrying amount of goodwill for the three months ended September 30, 2024 were as follows:
MalibuSaltwater FishingCobaltConsolidated
Goodwill as of June 30, 20241
$12,099 $19,525 $19,791 $51,415 
Effect of foreign currency changes on goodwill230 — — 230 
Balance as of September 30, 2024
$12,329 $19,525 $19,791 $51,645 
(1)    Net of accumulated impairment losses of $49,189 in our Saltwater Fishing segment.
The components of other intangible assets were as follows:
As of September 30, 2024As of June 30, 2024Estimated Useful Life (in years)Weighted-Average Remaining Useful Life
(in years)
Definite-lived intangibles:
Dealer relationships$131,816 $131,735 
15-20
14.4
Patent2,600 2,600 
15
7.8
Trade name100 100 155.7
Non-compete agreement48 47 100.1
Total134,564 134,482 
Less: Accumulated amortization(39,804)(38,033)
Total definite-lived intangible assets, net94,760 96,449 
Indefinite-lived intangible:
Trade name79,000 118,200 
Less: Impairment charge— (39,200)
Total other intangible assets, net$173,760 $175,449 
Amortization expense recognized on all amortizable intangibles was $1,716 and $1,715 for the three months ended September 30, 2024 and 2023, respectively.
Estimated future amortization expenses as of September 30, 2024 are as follows:
Fiscal years ending June 30:Amount
Remainder of 2025$5,099 
20266,808 
20276,808 
20286,808 
20296,808 
2030 and thereafter62,429 
$94,760 
v3.24.3
Accrued Expenses
3 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
Accrued Expenses Accrued Expenses
Accrued expenses consisted of the following:
 As of September 30, 2024As of June 30, 2024
Warranties$36,577 $37,967 
Dealer incentives12,207 28,911 
Accrued compensation17,350 13,791 
Current operating lease liabilities2,101 2,177 
Accrued legal and professional fees27,879 22,467 
Customer deposits4,691 4,270 
Government grant5,511 5,867 
Other accrued expenses4,576 3,980 
Total accrued expenses$110,892 $119,430 
Accrued legal and professional fees include approximately $21,000 in insurance coverage proceeds that are subject in certain cases to reservations of rights by the insurance carriers. The proceeds will be considered a liability in accrued expenses until the resolution of the litigation. Additionally, accrued legal and professional fees includes approximately $3,500 related to the settlement agreement with Mark E. Andrews, Chapter 11 Trustee (the “Trustee”) for Tommy’s Fort Worth LLC and its affiliate debtors, which agreement is subject to approval by the United States Bankruptcy Court of the Northern District of Texas, Fort Worth Division (the "Bankruptcy Court"). For more information, refer to Note 15 of our condensed consolidated financial statements included elsewhere in this report.
Government grant includes approximately $5,511 related to an Economic Development Grant paid by the State of Tennessee in relation to the purchase of the Roane County property purchase and related improvements. The grant requires the Company to create and maintain a specified number of jobs in order to retain the grant. The accrued liability will be relieved as the Company satisfies headcount requirements.
v3.24.3
Product Warranties
3 Months Ended
Sep. 30, 2024
Product Warranties Disclosures [Abstract]  
Product Warranties Product Warranties
The Company's Malibu and Axis brand boats have a limited warranty for a period up to five years. The Company's Cobalt brand boats have (1) a structural warranty of up to ten years which covers the hull, deck joints, bulkheads, floor, transom, stringers, and motor mount and (2) a five-year bow-to-stern warranty on all components manufactured or purchased (excluding hull and deck structural components), including canvas and upholstery. Gel coat is covered up to three years for Cobalt and one year for Malibu and Axis. Pursuit brand boats have (1) a limited warranty for a period of up to five years on structural components such as the hull, deck and defects in the gel coat surface of the hull bottom and (2) a bow-to-stern warranty of two years (excluding hull and deck structural components). Maverick, Pathfinder and Hewes brand boats have (1) a limited warranty for a period of up to five years on structural components such as the hull, deck and defects in the gelcoat surface of the hull bottom and (2) a bow-to-stern warranty of one year (excluding hull and deck structural components). Cobia brand boats have (1) a limited warranty for a period of up to ten years on structural components such as the hull, deck and defects in the gelcoat surface of the hull bottom and (2) a bow-to-stern warranty of three years (excluding hull and deck structural components). For each boat brand, there are certain materials, components or parts of the boat that are not covered by the Company’s warranty and certain components or parts that are separately warranted by the manufacturer or supplier (such as the engine). Engines that the Company manufactures for Malibu and Axis models have a limited warranty of up to five years or five-hundred hours.
The Company’s standard warranties require it or its dealers to repair or replace defective products during the warranty period at no cost to the consumer. The Company estimates warranty costs it expects to incur and records a liability for such costs at the time the product revenue is recognized. The Company utilizes historical claims trends and analytical tools to develop the estimate of its warranty obligation on a per boat basis, by brand and warranty year. Factors that affect the Company’s warranty liability include the number of units sold, historical and anticipated rates of warranty claims and cost per claim. The Company assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. Beginning in model year 2016, the Company increased the term of its limited warranty for Malibu brand boats from three years to five years and for Axis brand boats from two years to five years. Beginning in model year 2018, the Company increased the term of its bow-to-stern warranty for Cobalt brand boats from three years to five years. Future warranty claims may differ from the Company’s estimate of the warranty liability, which could lead to changes in the Company’s warranty liability in future periods.
Changes in the Company’s product warranty liability, which is included in accrued expenses on the unaudited interim condensed consolidated balance sheets, were as follows:
 Three Months Ended September 30,
20242023
Beginning balance$37,967 $41,709 
Add: Warranty expense5,763 6,414 
Less: Warranty claims paid(7,153)(6,526)
Ending balance$36,577 $41,597 
v3.24.3
Financing
3 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Financing Financing
Outstanding debt consisted of the following:
 As of September 30, 2024As of June 30, 2024
Term loan$— $— 
Revolving credit loan28,000 — 
Total debt28,000 — 
     Less current maturities— — 
Long-term debt less current maturities$28,000 $— 
Long-Term Debt
On July 8, 2022, Boats LLC entered into a Third Amended and Restated Credit Agreement (the “Credit Agreement”) which provides Boats LLC with a revolving credit facility in an aggregate principal amount of up to $350,000. As of September 30, 2024, Boats LLC had $28,000 outstanding under its revolving credit facility and $1,728 in outstanding letters of credit, with $320,272 available for borrowing. The revolving credit facility matures on July 8, 2027. Boats LLC has the option to request that lenders increase the amount available under the revolving credit facility by, or obtain incremental term loans of, up to $200,000, subject to the terms of the Credit Agreement and only if existing or new lenders choose to provide additional term or revolving commitments.
The obligations of Boats LLC under the Credit Agreement are guaranteed by the LLC, and, subject to certain exceptions, the present and future domestic subsidiaries of Boats LLC, and all such obligations are secured by substantially all of the assets of the LLC, Boats LLC and such subsidiary guarantors. Malibu Boats, Inc. is not a party to the Credit Agreement.
Borrowings under the Credit Agreement bear interest at a rate equal to either, at the Company's option, (i) the highest of the prime rate, the Federal Funds Rate (as defined in the Credit Agreement) plus 0.5%, or one-month Term SOFR (as defined in the Credit Agreement) plus 1% (the “Base Rate”) or (ii) SOFR (as defined in the Credit Agreement), in each case plus an applicable margin ranging from 1.25% to 2.00% with respect to SOFR borrowings and 0.25% to 1.00% with respect to Base Rate borrowings. The applicable margin is based upon the consolidated leverage ratio of the LLC and its subsidiaries. As of September 30, 2024, the interest rate on the Company’s revolving credit facility was 8.25%. The Company is required to pay a commitment fee for any unused portion of the revolving credit facility which ranges from 0.15% to 0.30% per annum, depending on the LLC’s and its subsidiaries’ consolidated leverage ratio.
The Credit Agreement contains certain customary representations and warranties, and notice requirements for the occurrence of specific events such as the occurrence of any event of default or pending or threatened litigation. The Credit Agreement also requires compliance with certain customary financial covenants consisting of a minimum ratio of EBITDA to interest expense and a maximum ratio of total debt to EBITDA. The Credit Agreement contains certain customary restrictive covenants regarding indebtedness, liens, fundamental changes, investments, share repurchases, dividends and distributions, disposition of assets, transactions with affiliates, negative pledges, hedging transactions, certain prepayments of indebtedness, accounting changes and governmental regulation. For example, the Credit Agreement generally prohibits the LLC, Boats LLC and the subsidiary guarantors from paying dividends or making distributions, including to the Company. The credit facility permits, however, (i) distributions based on a member’s allocated taxable income, (ii) distributions to fund payments that are required under the LLC’s tax receivable agreement, (iii) purchase of stock or stock options of the LLC from former officers, directors or employees of loan parties or payments pursuant to stock option and other benefit plans up to $5,000 in any fiscal year, and (iv) repurchases of the Company's outstanding stock and LLC Units. In addition, the LLC may make unlimited
dividends and distributions if its consolidated leverage ratio is 2.75 or less and certain other conditions are met, subject to compliance with certain financial covenants.
The Credit Agreement also contains customary events of default. If an event of default has occurred and continues beyond any applicable cure period, the administrative agent may (i) accelerate all outstanding obligations under the Credit Agreement or (ii) terminate the commitments, amongst other remedies. Additionally, the lenders are not obligated to fund any new borrowing under the Credit Agreement while an event of default is continuing.
Covenant Compliance
As of September 30, 2024, the Company was in compliance with the financial covenants contained in the Credit Agreement.
v3.24.3
Leases
3 Months Ended
Sep. 30, 2024
Leases [Abstract]  
Leases Leases
The Company leases certain manufacturing facilities, warehouses, office space, land, and equipment. The Company determines if a contract is a lease or contains an embedded lease at the inception of the agreement. Leases with an initial term of 12 months or less are not recorded on the unaudited interim condensed consolidated balance sheets. The Company does not separate non-lease components from the lease components to which they relate, and instead accounts for each separate lease and non-lease component associated with that lease component as a single lease component for all underlying asset classes. The Company's lease liabilities do not include future lease payments related to options to extend or terminate lease agreements as it is not reasonably certain those options will be exercised.
Other information concerning the Company's operating leases accounted for under ASC Topic 842, Leases is as follows:
ClassificationAs of September 30, 2024As of June 30, 2024
Assets
Right-of-use assetsOther assets$6,363 $6,883 
Liabilities
Current operating lease liabilitiesAccrued expenses$2,101 $2,177 
Long-term operating lease liabilitiesOther liabilities5,243 5,763 
Total lease liabilities$7,344 $7,940 

ClassificationThree Months Ended September 30, 2024Three Months Ended September 30, 2023
Operating lease costs (1)
Cost of sales$567 $705 
Selling and marketing, and general and administrative193 240 
Sublease incomeOther income, net(10)(10)
Cash paid for amounts included in the measurement of operating lease liabilitiesCash flows from operating activities667 664 
(1) Includes short-term leases, which are insignificant, and are not included in the lease liability.
The lease liability for operating leases that contain variable escalating rental payments with scheduled increases that are based on the lesser of a stated percentage increase or the cumulative increase in an index, are determined using the stated percentage increase.
The weighted-average remaining lease term as of September 30, 2024 and 2023 was 3.39 years and 4.34 years, respectively. As of September 30, 2024 and 2023, the weighted-average discount rate determined based on the Company's incremental borrowing rate is 3.67% and 3.69%, respectively.
Future annual minimum lease payments for the following fiscal years as of September 30, 2024 are as follows:
 Amount
Remainder of 2025$1,757 
20262,274 
20272,258 
20281,506 
2029
2030 and thereafter— 
Total7,796 
Less: imputed interest(452)
Present value of lease liabilities$7,344 
v3.24.3
Tax Receivable Agreement Liability
3 Months Ended
Sep. 30, 2024
Tax Receivable Agreement [Abstract]  
Tax Receivable Agreement Liability Tax Receivable Agreement Liability
The Company has a Tax Receivable Agreement with the pre-IPO owners of the LLC that provides for the payment by the Company to the pre-IPO owners (or their permitted assignees) of 85% of the amount of the benefits, if any, that the Company is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to the Company entering into the Tax Receivable Agreement, including those attributable to payments under the Tax Receivable Agreement. These contractual payment obligations are obligations of the Company and not of the LLC. The Company's Tax Receivable Agreement liability was determined on an undiscounted basis in accordance with ASC 450, Contingencies, since the contractual payment obligations were deemed to be probable and reasonably estimable.
For purposes of the Tax Receivable Agreement, the benefit deemed realized by the Company is computed by comparing the actual income tax liability of the Company (calculated with certain assumptions) to the amount of such taxes that the Company would have been required to pay had there been no increase to the tax basis of the assets of the LLC as a result of the purchases or exchanges, and had the Company not entered into the Tax Receivable Agreement.
The following table reflects the changes to the Company's tax receivable agreement liability:
As of September 30, 2024As of June 30, 2024
Beginning fiscal year balance$40,613 $43,465 
Additions (reductions) to tax receivable agreement:
Exchange of LLC Units for Class A Common Stock— 1,320 
Adjustment for change in estimated state tax rate or benefits— 36 
Payments under tax receivable agreement— (4,208)
40,613 40,613 
Less: current portion under tax receivable agreement— — 
Ending balance$40,613 $40,613 
The Tax Receivable Agreement further provides that, upon certain mergers, asset sales or other forms of business combinations or other changes of control, the Company (or its successor) would owe to the pre-IPO owners of the LLC a lump-sum payment equal to the present value of all forecasted future payments that would have otherwise been made under the Tax Receivable Agreement that would be based on certain assumptions, including a deemed exchange of LLC Units and that the Company would have sufficient taxable income to fully utilize the deductions arising from the increased tax basis and other tax benefits related to entering into the Tax Receivable Agreement. The Company also is entitled to terminate the Tax Receivable Agreement, which, if terminated, would obligate the Company to make early termination payments to the pre-IPO owners of the LLC. In addition, a pre-IPO owner may elect to unilaterally terminate the Tax Receivable Agreement with respect to such pre-IPO owner, which would obligate the Company to pay to such existing owner certain payments for tax benefits received through the taxable year of the election.
When estimating the expected tax rate to use in order to determine the tax benefit expected to be recognized from the Company’s increased tax basis as a result of exchanges of LLC Units by the pre-IPO owners of the LLC, the Company continuously monitors changes in its overall tax posture, including changes resulting from new legislation and changes as a result of new jurisdictions in which the Company is subject to tax.
As of September 30, 2024 and June 30, 2024, the Company recorded deferred tax assets $120,015 associated with basis differences in assets upon acquiring an interest in the LLC and pursuant to making an election under Section 754 of the Internal Revenue Code of 1986 (the "Internal Revenue Code"), as amended. The aggregate Tax Receivable Agreement liability represents 85% of the tax benefits that the Company expects to receive in connection with the Section 754 election. In accordance with the Tax Receivable Agreement, the next annual payment is anticipated once net operating losses are utilized and there is sufficient taxable income.
v3.24.3
Income Taxes
3 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The Company is taxed as a C corporation for U.S. income tax purposes and is therefore subject to both federal and state taxation at a corporate level. The LLC continues to operate in the United States as a partnership for U.S. federal income tax purposes. Maverick Boat Group is separately subject to U.S. federal and state income tax with respect to its net taxable income.
Income taxes are computed in accordance with ASC Topic 740, Income Taxes, and reflect the net tax effects of temporary differences between the financial reporting carrying amounts of assets and liabilities and the corresponding income tax amounts. The Company has deferred tax assets and liabilities and maintains valuation allowances where it is more likely than not that all or a portion of deferred tax assets will not be realized. To the extent the Company determines that it will not realize the benefit of some or all of its deferred tax assets, such deferred tax assets will be adjusted through the Company’s (benefit) provision for income taxes in the period in which this determination is made.
As of September 30, 2024 and June 30, 2024, the Company maintained a total valuation allowance of $17,349 and $17,355, respectively, against deferred tax assets related to state net operating losses and future amortization deductions (with respect to the Section 754 election) that are reported in the Tennessee corporate tax return without offsetting income, which is taxable at the LLC. These also include a valuation allowance in the amount of $580 related to foreign tax credit carryforward that is not expected to be utilized in the future.
The Company’s consolidated interim effective tax rate is based upon expected annual income from operations, statutory tax rates and tax laws in the various jurisdictions in which the Company operates. Significant or unusual items, including those related to the change in U.S. tax law as well as other adjustments to accruals for tax uncertainties, are recognized in the quarter in which the related event occurs. On August 16, 2022, the Inflation Reduction Act of 2022 (the “Inflation Reduction Act”) was signed into law. The Inflation Reduction Act contains significant business tax provisions, including an excise tax on stock buybacks (1% for transactions beginning January 1, 2023), increased funding for IRS tax enforcement, expanded energy incentives promoting clean energy investment, and a 15% corporate minimum tax on certain large corporations. The effects of the new legislation are recognized upon enactment. The Company did not recognize any significant impact to income tax benefit for the three months ended September 30, 2024 relating to the Inflation Reduction Act.
For the three months ended September 30, 2024 and 2023, the Company's effective tax rate was 14.2% and 25.1%, respectively. For the three months ended September 30, 2024, the Company's effective tax rate was reduced by deferred tax impacts of pre-tax losses and U.S. state taxes. For the three months ended September 30, 2023, the Company's effective tax rate exceeded the statutory federal income tax rate of 21% primarily due to the impact of U.S. state taxes. For the three months ended September 30, 2023, the increase in the effective tax rate over the statutory federal income tax rate was partially offset by the foreign derived intangible income deduction.
v3.24.3
Stock-Based Compensation
3 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
The Company adopted a Long Term Incentive Plan (the "Incentive Plan") which became effective on January 1, 2014, and reserves for issuance up to 1,700,000 shares of Malibu Boats, Inc. Class A Common Stock for the Company’s employees, consultants, members of its board of directors and other independent contractors at the discretion of the compensation committee. Incentive stock awards authorized under the Incentive Plan include unrestricted shares of Class A Common Stock, stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent awards and performance awards. As of September 30, 2024, 11,069 shares remain available for future issuance under the long term incentive plan.
On August 5, 2024, under the Incentive Plan, Malibu Boats, Inc. granted two awards to its newly-appointed Chief Executive Officer. The two service-based stock awards include 44,064 units that will vest in equal installments over three years
and 14,363 units that will vest in one year. The combined grant date fair value of these awards was $2,047 based on a stock price of $35.04 per share on the date of grant.
The following is a summary of the changes in the Company's stock options for the three months ended September 30, 2024:
SharesWeighted-Average Exercise Price/Share
Total outstanding options as of June 30, 2024
17,973 $37.55 
Options granted— — 
Options exercised— — 
Outstanding options as of September 30, 2024
17,973 $37.55 
Exercisable as of September 30, 2024
17,973 $37.55 
The following is a summary of the changes in non-vested restricted stock units and restricted stock awards for the three months ended September 30, 2024:
Number of Restricted Stock Units and Restricted Stock Awards OutstandingWeighted-Average Grant Date Fair Value
Total Non-vested Restricted Stock Units and Restricted Stock Awards as of June 30, 2024
519,106 $50.08 
Granted59,757 35.04 
Vested(2,880)39.31 
Forfeited(26,026)70.07 
Total Non-vested Restricted Stock Units and Restricted Stock Awards as of September 30, 2024
549,957 $47.56 
Stock-based compensation expense attributable to the Company's share-based equity awards was $1,900 and $1,460 for the three months ended September 30, 2024 and 2023, respectively. Stock-based compensation expense attributed to share-based equity awards issued under the Incentive Plan is recognized on a straight-line basis over the terms of the respective awards and is included in general and administrative expense in the Company's unaudited interim condensed consolidated statements of operations and comprehensive (loss) income. Awards vesting during the three months ended September 30, 2024 include 1,330 fully vested restricted stock units issued to non-employee directors for their service as directors for the Company.
v3.24.3
Net (Loss) Earnings Per Share
3 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Net (Loss) Earnings Per Share Net (Loss) Earnings Per Share
Basic net (loss) income per share of Class A Common Stock is computed by dividing net (loss) income attributable to the Company's earnings by the weighted-average number of shares of Class A Common Stock outstanding during the period. The weighted-average number of shares of Class A Common Stock outstanding used in computing basic net (loss) income per share includes fully vested restricted stock units awarded to directors that are entitled to participate in distributions to common stockholders through receipt of additional units of equivalent value to the dividends paid to Class A Common Stock holders.
Diluted net (loss) income per share of Class A Common Stock is computed similarly to basic net (loss) income per share except the weighted-average shares outstanding are increased to include additional shares from the assumed exercise of any common stock equivalents using the treasury method, if dilutive. The Company's LLC Units and non-qualified stock options are considered common stock equivalents for this purpose. The number of additional shares of Class A Common Stock related to these common stock equivalents and stock options are calculated using the treasury stock method.
Stock awards with a performance condition that are based on the attainment of a specified amount of earnings are only included in the computation of diluted earnings per share to the extent that the performance condition would be achieved based on the current amount of earnings, and only if the effect would be dilutive.
Stock awards with a market condition that are based on the performance of the Malibu Boats, Inc.'s stock price in relation to a market index over a specified time period are only included in the computation of diluted earnings per share to the extent
that the shares would be issued based on the current market price of the Malibu Boats, Inc.'s stock in relation to the market index, and only if the effect would be dilutive.
Basic and diluted net (loss) income per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts):
Three Months Ended September 30,
20242023
Basic:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Shares used in computing basic net (loss) income per share:
Weighted-average Class A Common Stock19,747,549 20,322,239 
Weighted-average participating restricted stock units convertible into Class A Common Stock278,193 264,248 
Basic weighted-average shares outstanding20,025,742 20,586,487 
Basic net (loss) income per share$(0.25)$0.98 
Diluted:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Shares used in computing diluted net (loss) income per share:
Basic weighted-average shares outstanding20,025,742 20,586,487 
Restricted stock units granted to employees— 65,118 
Stock options granted to employees— 5,409 
Market performance awards granted to employees— 27,216 
Diluted weighted-average shares outstanding 1
20,025,742 20,684,230 
Diluted net (loss) income per share$(0.25)$0.98 
1 The Company excluded 691,159 and 470,262 potentially dilutive shares from the calculation of diluted net (loss) income per share for the three months ended September 30, 2024 and 2023, respectively.
The shares of Class B Common Stock do not share in the earnings or losses of Malibu Boats, Inc. and are therefore not included in the calculation. Accordingly, basic and diluted net (loss) income per share of Class B Common Stock have not been presented.
v3.24.3
Commitments and Contingencies
3 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Repurchase Commitments
In connection with its dealers’ wholesale floor plan financing of boats, the Company has entered into repurchase agreements with various lending institutions. The reserve methodology used to record an estimated expense and loss reserve in each accounting period is based upon an analysis of likely repurchases based on current field inventory and likelihood of repurchase. Subsequent to the inception of the repurchase commitment, the Company evaluates the likelihood of repurchase and adjusts the estimated loss reserve accordingly. When a potential loss reserve is recorded, it is presented in accrued liabilities in the accompanying unaudited interim condensed consolidated balance sheets. If the Company were obligated to repurchase a significant number of units under any repurchase agreement, its business, operating results and financial condition could be adversely affected. The total amount financed under the floor financing programs with repurchase obligations was $317,397 and $367,950 as of September 30, 2024 and June 30, 2024, respectively.
Repurchases and subsequent sales are recorded as a revenue transaction. The net difference between the repurchase price and the resale price is recorded against the loss reserve and presented in cost of sales in the accompanying unaudited interim condensed consolidated statements of operations and comprehensive (loss) income. During the three months ended September 30, 2024, the Company repurchased 19 units totaling $2.5 million subject to the Company's repurchase agreement with M&T Bank ("Repurchase Agreement"), the lender under the floor financing plan for Tommy's Boats. This repurchase was
reflected in the Company's June 30, 2024 consolidated financial statements and these boats were subsequently resold during the three months ended September 30, 2024 above cost. With respect to boats not subject to the Repurchase Agreement, Mark E. Andrews, Chapter 11 Trustee (the “Trustee”) for Tommy’s Fort Worth, LLC and its affiliate debtors (the “Debtors”) in the jointly administered Chapter 11 Cases No. 24-90000 has retained Gordon Brothers to sell the remaining inventory as part of liquidation sales that are ongoing. During the three months ended September 30, 2023, there were no repurchases of any such inventory. As of September 30, 2024, the Company has not been notified about any probable repossessions. Therefore, the Company did not carry a reserve as of September 30, 2024 consistent with June 30, 2024.
The Company has collateralized receivables financing arrangements with a third-party floor plan financing provider for European dealers. Under terms of these arrangements, the Company transfers the right to collect a trade receivable to the financing provider in exchange for cash but agrees to repurchase the receivable if the dealer defaults. Since the transfer of the receivable to the financing provider does not meet the conditions for a sale under ASC Topic 860, Transfers and Servicing, the Company continues to report the transferred trade receivable in other current assets with an offsetting balance recorded as a secured obligation in accrued expenses in the Company's unaudited interim condensed consolidated balance sheets. As of September 30, 2024 and June 30, 2024, the Company had no financing receivables recorded in other current assets and accrued expenses related to these arrangements.
Contingencies
Product Liability
The Company is engaged in a business that exposes it to claims for product liability and warranty claims in the event the Company’s products actually or allegedly fail to perform as expected or the use of the Company’s products results, or is alleged to result, in property damage, personal injury or death. Although the Company maintains product and general liability insurance of the types and in the amounts that the Company believes are customary for the industry, the Company is not fully insured against all such potential claims. The Company may have the ability to refer claims to its suppliers and their insurers to pay the costs associated with any claims arising from the suppliers’ products. The Company’s insurance covers such claims that are not adequately covered by a supplier’s insurance and provides for excess secondary coverage above the limits provided by the Company’s suppliers.
The Company may experience legal claims in excess of its insurance coverage or claims that are not covered by insurance, either of which could adversely affect its business, financial condition and results of operations. Adverse determination of material product liability and warranty claims made against the Company could have a material adverse effect on its financial condition and harm its reputation. In addition, if any of the Company's products are, or are alleged to be, defective, the Company may be required to participate in a recall of that product if the defect or alleged defect relates to safety. These and other claims that the Company faces could be costly to the Company and require substantial management attention. Refer to Note 8 for discussion of warranty claims. The Company insures against product liability claims and, except as disclosed below, believes there are no material product liability claims as of September 30, 2024 that will have a material adverse impact on the Company’s results of operations, financial condition or cash flows.
Litigation
Certain conditions may exist which could result in a loss, but which will only be resolved when future events occur. The Company, in consultation with its legal counsel, assesses such contingent liabilities, and such assessments inherently involve an exercise of judgment. If the assessment of a contingency indicates that it is probable that a loss has been incurred, the Company accrues for such contingent loss when it can be reasonably estimated. If the assessment indicates that a potentially material loss contingency is not probable but reasonably estimable, or is probable but cannot be estimated, the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed. If the assessment of a contingency deemed to be both probable and reasonably estimable involves a range of possible losses, the amount within the range that appears at the time to be a better estimate than any other amount within the range would be accrued. When no amount within the range is a better estimate than any other amount, the minimum amount in the range is accrued even though the minimum amount in the range is not necessarily the amount of loss that will be ultimately determined. Estimates of potential legal fees and other directly related costs associated with contingencies are not accrued but rather are expensed as incurred. Except as disclosed below, management does not believe there are any pending claims (asserted or unasserted) as of September 30, 2024 that will have a material adverse impact on the Company's financial condition, results of operations or cash flows.
Legal Proceedings
Insurance Litigation
MBI and its indirect subsidiary Boats LLC were defendants in the product liability case Batchelder et al. v. Malibu Boats, LLC, f/k/a Malibu Boats, Inc.; Malibu Boats West, Inc., et. al., Superior Court of Rabun County, Georgia, Civil Action Case No. 2016-CV-0114-C (the “Batchelder I Matter”), brought by, among others, Stephan Paul Batchelder and Margaret Mary Batchelder as Administrators of the Estate of Ryan Paul Batchelder, deceased (“Batchelder I Plaintiffs”). Boats LLC was also a defendant in a related product liability case, Stephan Paul Batchelder and Margaret Mary Batchelder, as Natural Guardians of Josh Patrick Batchelder, a minor; Darin Batchelder, individually, and as Natural Guardian of Zach Batchelder, a minor; and Kayla Batchelder (the “Batchelder II Plaintiffs” and, together with the Batchelder I Plaintiffs, the “Batchelder Plaintiffs”) v. Malibu Boats, LLC v. Dennis Michael Ficarra; Superior Court of Rabun County, Civil Action File No. 2022-CV-0034 (the “Batchelder II Matter” and, together with the Batchelder I Matter, the “Batchelder Matters”). On June 30, 2023, MBI and Boats LLC entered into a Confidential General Release and Settlement Agreement (the “Settlement Agreement”) with the Batchelder Plaintiffs in settlement of the Batchelder Matters and all matters related to the Batchelder Matters. Pursuant to the Settlement Agreement, among other things, Malibu Boats, Inc., or Boats LLC, as the case may be, paid (or caused to be paid) to the Batchelder Plaintiffs and their agents a total of $100,000.
MBI and its subsidiaries, including Boats LLC, maintain liability insurance applicable to the Batchelder Matters described above with coverage up to $26,000. As of September 30, 2024, the Company had received approximately $21,000 in insurance coverage proceeds, subject in certain cases to reservations of rights by the insurance carriers. The Company contends that the insurance carriers are responsible for the entirety of the $100,000 settlement amount and related expenses, and therefore, the insurers’ payments to date are well below what they should have tendered to Boats LLC. Accordingly, on July 3, 2023, Boats LLC filed a complaint against Federal Insurance Company (a Chubb subsidiary) and Starr Indemnity & Liability Company alleging that the insurers unreasonably failed to comply with their obligations by refusing, negligently, and in bad faith, to settle covered claims within their available policy limits prior to trial. On April 8, 2024, the court dismissed Starr, noting that only Chubb had the contractual right and duty to settle the Batchelder matters prior to trial. The Court subsequently granted the Company's motion for partial summary judgement, which precludes Chubb from apportioning liability to Starr. Chubb filed a notice of appeal on September 26, 2024, with respect to the dismissal of Starr and the order granting partial summary judgment against Chubb. The Company intends to vigorously pursue its claims against the insurance carriers to recover the full $100,000 settlement amount and expenses (less any monies already tendered without reservation by the carriers). However, the Company cannot predict the outcome of such litigation.
Tommy's Boats and Matthew Borisch
On April 10, 2024, fifteen dealerships operated under common control of Tommy’s Boats (“Tommy’s Boats”) filed a complaint against MBI and its indirect subsidiary Boats LLC in the United States District Court for the Eastern District of Tennessee (Case 3:24-cv-00166). The complaint alleges that MBI and Boats LLC breached obligations under dealership agreements with Tommy’s Boats, quantum meruit, unjust enrichment, promissory estoppel and intentional and negligent misrepresentations relating to the parties’ commercial relationship. Tommy’s Boats is seeking monetary damages. Boats LLC took possession of 19 new model year 2024 boats according to a repurchase agreement with M&T Bank, the floor financing lender to Tommy’s Boats. These boats were subsequently resold during the three months ended September 30, 2024. On July 3, 2024, Mark E. Andrews, Chapter 11 Trustee (the “Trustee”) for Tommy’s Boats voluntarily dismissed without prejudice the claims filed by Tommy's Boats. Pursuant to an order of the bankruptcy court, the Company agreed to cooperate in good faith to mediate with the Trustee. On August 16, 2024, Matthew Borisch, the principal owner of Tommy’s Boats, filed a complaint against MBI, Boats LLC, and Jack Springer in the United States District Court for the Eastern District of Tennessee (Case 3:24-cv-00339), alleging similar allegations to those of the dismissed complaint against MBI and Boats LLC filed by Tommy’s Boats. Mr. Borisch amended his complaint on October 29, 2024. On October 7, 2024, the Company entered into a Settlement Agreement (the “Settlement Agreement”) with the Trustee. Pursuant to the Settlement Agreement, upon the satisfaction of certain conditions, the Company agreed to pay the Tommy’s Boats’ estate $3.5 million in cash and the Company and the Trustee agreed to mutual releases of all outstanding claims between them. In addition, the settlement, is conditioned upon the Bankruptcy Court’s determining that Mr. Borisch’s claims in the Eastern District of Tennessee action (Case 3:24-cv-00339) belong to the Tommy’s Boats estates, and are therefore settled by the Settlement Agreement between the Trustee and Malibu, and that to enforce the automatic stay, Mr. Borisch must be enjoined from pursuing these claims or any other claims against MBI and Boats LLC that are property of the Tommy’s Boats estates. The Settlement Agreement is subject to approval by the Bankruptcy Court.
Securities Class Action Lawsuit
On April 29, 2024, a stockholder, individually and on behalf of all others similarly situated, filed a complaint against MBI and Jack Springer, Bruce Beckman, David Black, and Wayne Wilson as current and former officers of the Company in the United States District Court for the Southern District of New York (Case 1:24-cv-03254). On August 15, the Court appointed the Retiree Benefit Trust of the City of Baltimore as the Lead Plaintiff in the action. On October 4, 2024, Lead Plaintiff filed an amended complaint which alleges violations of the Securities Exchange Act of 1934, as amended, in connection with allegedly
false and misleading statements related to the Company's business, operations, and prospects during the period from November 4, 2022 through May 1, 2024. The amended complaint alleges, among other things, that the defendants violated Sections 10(b) and 20(a) of the Exchange Act and SEC Rule 10b-5 by not disclosing alleged material adverse facts related to the Company’s inventory, demand and relationship with one of its former dealers, Tommy’s Boats, and accordingly, that certain statements made during the class period about the Company's business, operations, and prospects were materially misleading. The Company intends to vigorously defend itself against claims alleged in this securities class action. The Company is unable to provide any reasonable evaluation of the likelihood that a loss will be incurred or any reasonable estimate of the range of possible loss.
Customer Class Action Lawsuit
On May 31, 2024, a customer filed a class action complaint against MBI and Boats LLC in the United States District Court for the District of Delaware. (Case 1:24-cv-00648). The complaint, which purports to be filed on behalf of a nationwide class of customers, alleges violation of common law, the Magnusson-Moss Warranty Act, breach of express warranty, breach of implied warranty, and violation of California’s Consumer Legal Remedies Act based on guidance issued to customers of certain older model boats related to riding in the bow area of those boats. The Company intends to vigorously defend itself. The Company is unable to provide any reasonable evaluation of the likelihood that a loss will be incurred or any reasonable estimate of the range of possible loss.
v3.24.3
Segment Reporting
3 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Segment Reporting Segment Reporting
The Company has three reportable segments, Malibu, Saltwater Fishing and Cobalt. The Malibu segment participates in the manufacturing, distribution, marketing and sale of Malibu and Axis performance sports boats throughout the world. The Saltwater Fishing segment participates in the manufacturing, distribution, marketing and sale throughout the world of Pursuit boats and the Maverick Boat Group brand boats (Maverick, Cobia, Pathfinder and Hewes). The Cobalt segment participates in the manufacturing, distribution, marketing and sale of Cobalt boats throughout the world.
There is no country outside of the United States from which the Company (a) derived net sales equal to 10% of total net sales for the three months ended September 30, 2024, or (b) attributed assets equal to 10% of total assets as of September 30, 2024. Net sales are attributed to countries based on the location of the dealer. The following tables present financial information for the Company’s reportable segments for the three months ended September 30, 2024 and 2023, respectively, and the Company’s financial position at September 30, 2024 and June 30, 2024, respectively:
Three Months Ended September 30, 2024
MalibuSaltwater Fishing CobaltConsolidated
Net sales$56,019 $64,751 $50,810 $171,580 
(Loss) income before (benefit) provision for income taxes$(10,072)$1,810 $2,265 $(5,997)
Three Months Ended September 30, 2023
MalibuSaltwater Fishing CobaltConsolidated
Net sales$105,005 $92,622 $58,203 $255,830 
Income before provision for income taxes$11,937 $8,995 $6,816 $27,748 
As of September 30, 2024As of June 30, 2024
Assets  
Malibu$131,769 $122,707 
Saltwater Fishing 356,633 350,063 
Cobalt270,735 266,854 
Total assets$759,137 $739,624 
v3.24.3
Subsequent Events
3 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
On October 23, 2024, at the Company’s annual meeting of stockholders (the “Annual Meeting”), the Company’s stockholders approved the Malibu Boats, Inc. 2024 Performance Incentive Plan (the “2024 Plan”), as described in the Company’s Definitive Proxy Statement, filed with the Securities and Exchange Commission on September 19, 2024 to replace the Incentive Plan effective as of the date of stockholder approval. The Company’s Board of Directors approved the 2024 Plan on September 11, 2024, subject to stockholder approval. The Plan provides for an aggregate limit of up to (i) 1,020,000 shares of common stock plus (ii) the number of shares subject to stock options granted under the Incentive Plan and outstanding as of the date of the Annual Meeting, which expire, or for any reason are cancelled or terminated, after the date of the Annual Meeting without being exercised, plus (iii) the number of any shares subject to restricted stock unit awards under the Incentive Plan that are outstanding and unvested as of the date of the Annual Meeting which are forfeited, terminated, cancelled, or otherwise reacquired after the date of the Annual Meeting without having become vested. The Company’s directors, officers and employees, as well as any of the officers or employees of the Company’s subsidiaries, certain consultants and advisors are currently eligible to receive equity awards under the 2024 Plan.

On October 23, 2024, the Company's Board of Directors authorized a stock repurchase program to allow for the repurchase of up to $50.0 million of its Class A Common Stock and the LLC's LLC Units (the “2024 Repurchase Program”) for the period from November 8, 2024 to June 30, 2025. The Company intends to fund repurchases under the 2024 Repurchase Program from cash on hand.
v3.24.3
Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Policies)
3 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying unaudited interim condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim condensed financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and disclosures of results of operations, financial position and changes in cash flow in conformity with GAAP for complete financial statements. Such statements should be read in conjunction with the audited consolidated financial statements and notes thereto of Malibu and subsidiaries for the year ended June 30, 2024, included in the Company's Annual Report on Form 10-K. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted.
Principles of Consolidation
Principles of Consolidation
The accompanying unaudited interim condensed consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
In November 2023, the FASB issued Accounting Standards Update ("ASU") No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant expenses. The updated standard is effective for annual periods beginning in fiscal 2025 and interim periods beginning in the first quarter of fiscal 2026. Early adoption is permitted. The Company is currently evaluating the effect of adopting this ASU.
In December 2023, the FASB issued ASU No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” which requires two primary enhancements of 1) disaggregated information on a reporting entity’s effective tax rate reconciliation, and 2) information on income taxes paid. For public business entities, the new requirements will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the effect of adopting this ASU.
v3.24.3
Revenue Recognition (Tables)
3 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue
The following tables disaggregate the Company's revenue by major product type and geography:
Three Months Ended September 30, 2024
MalibuSaltwater FishingCobaltConsolidated
Revenue by product:
Boat and trailer sales$50,421 $64,437 $49,560 $164,418 
Part and other sales5,598 314 1,250 7,162 
Net Sales$56,019 $64,751 $50,810 $171,580 
Revenue by geography:
North America$50,175 $60,850 $48,217 $159,242 
International5,844 3,901 2,593 12,338 
Net Sales$56,019 $64,751 $50,810 $171,580 
Three Months Ended September 30, 2023
MalibuSaltwater FishingCobaltConsolidated
Revenue by product:
Boat and trailer sales$99,439 $92,252 $57,104 $248,795 
Part and other sales5,566 370 1,099 7,035 
Net Sales$105,005 $92,622 $58,203 $255,830 
Revenue by geography:
North America$97,055 $91,865 $57,456 $246,376 
International7,950 757 747 9,454 
Net Sales$105,005 $92,622 $58,203 $255,830 
v3.24.3
Non-controlling Interest (Tables)
3 Months Ended
Sep. 30, 2024
Noncontrolling Interest [Abstract]  
Schedule of Non-controlling Interest The ownership of the LLC is summarized as follows:
 As of September 30, 2024As of June 30, 2024
UnitsOwnership %UnitsOwnership %
Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC321,419 1.6 %321,419 1.6 %
Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC19,882,630 98.4 %20,181,542 98.4 %
20,204,049 100.0 %20,502,961 100.0 %
v3.24.3
Inventories (Tables)
3 Months Ended
Sep. 30, 2024
Inventory Disclosure [Abstract]  
Schedule of Inventories
Inventories, net consisted of the following:
 As of September 30, 2024As of June 30, 2024
Raw materials$100,052 $107,245 
Work in progress29,095 20,683 
Finished goods17,725 16,392 
Inventory subject to return1
— 1,253 
Total inventories$146,872 $145,573 
(1)    Represents accrual related to Tommy's Boats. See Note 15 of our condensed consolidated financial statements included elsewhere in this report.
v3.24.3
Property, Plant and Equipment, net (Tables)
3 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property, Plant and Equipment
Property, plant and equipment, net consisted of the following:
 As of September 30, 2024As of June 30, 2024
Land$4,890 $4,890 
Building and leasehold improvements171,073 170,958 
Machinery and equipment124,159 118,123 
Furniture and fixtures15,473 15,466 
Construction in process42,386 43,511 
357,981 352,948 
Less: Accumulated depreciation(112,489)(108,347)
Property, plant and equipment, net$245,492 $244,601 
v3.24.3
Goodwill and Other Intangible Assets, net (Tables)
3 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The changes in the carrying amount of goodwill for the three months ended September 30, 2024 were as follows:
MalibuSaltwater FishingCobaltConsolidated
Goodwill as of June 30, 20241
$12,099 $19,525 $19,791 $51,415 
Effect of foreign currency changes on goodwill230 — — 230 
Balance as of September 30, 2024
$12,329 $19,525 $19,791 $51,645 
(1)    Net of accumulated impairment losses of $49,189 in our Saltwater Fishing segment.
Schedule of Components of Finite-Lived Intangible Assets
The components of other intangible assets were as follows:
As of September 30, 2024As of June 30, 2024Estimated Useful Life (in years)Weighted-Average Remaining Useful Life
(in years)
Definite-lived intangibles:
Dealer relationships$131,816 $131,735 
15-20
14.4
Patent2,600 2,600 
15
7.8
Trade name100 100 155.7
Non-compete agreement48 47 100.1
Total134,564 134,482 
Less: Accumulated amortization(39,804)(38,033)
Total definite-lived intangible assets, net94,760 96,449 
Indefinite-lived intangible:
Trade name79,000 118,200 
Less: Impairment charge— (39,200)
Total other intangible assets, net$173,760 $175,449 
Schedule of Components of Indefinite-Lived Intangible Assets
The components of other intangible assets were as follows:
As of September 30, 2024As of June 30, 2024Estimated Useful Life (in years)Weighted-Average Remaining Useful Life
(in years)
Definite-lived intangibles:
Dealer relationships$131,816 $131,735 
15-20
14.4
Patent2,600 2,600 
15
7.8
Trade name100 100 155.7
Non-compete agreement48 47 100.1
Total134,564 134,482 
Less: Accumulated amortization(39,804)(38,033)
Total definite-lived intangible assets, net94,760 96,449 
Indefinite-lived intangible:
Trade name79,000 118,200 
Less: Impairment charge— (39,200)
Total other intangible assets, net$173,760 $175,449 
Schedule of Future Amortization of Definite-Lived Intangible Assets
Estimated future amortization expenses as of September 30, 2024 are as follows:
Fiscal years ending June 30:Amount
Remainder of 2025$5,099 
20266,808 
20276,808 
20286,808 
20296,808 
2030 and thereafter62,429 
$94,760 
v3.24.3
Accrued Expenses (Tables)
3 Months Ended
Sep. 30, 2024
Payables and Accruals [Abstract]  
Schedule of Accrued Expenses
Accrued expenses consisted of the following:
 As of September 30, 2024As of June 30, 2024
Warranties$36,577 $37,967 
Dealer incentives12,207 28,911 
Accrued compensation17,350 13,791 
Current operating lease liabilities2,101 2,177 
Accrued legal and professional fees27,879 22,467 
Customer deposits4,691 4,270 
Government grant5,511 5,867 
Other accrued expenses4,576 3,980 
Total accrued expenses$110,892 $119,430 
v3.24.3
Product Warranties (Tables)
3 Months Ended
Sep. 30, 2024
Product Warranties Disclosures [Abstract]  
Schedule of Changes in Product Warranties
Changes in the Company’s product warranty liability, which is included in accrued expenses on the unaudited interim condensed consolidated balance sheets, were as follows:
 Three Months Ended September 30,
20242023
Beginning balance$37,967 $41,709 
Add: Warranty expense5,763 6,414 
Less: Warranty claims paid(7,153)(6,526)
Ending balance$36,577 $41,597 
v3.24.3
Financing (Tables)
3 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Schedule of Outstanding Debt
Outstanding debt consisted of the following:
 As of September 30, 2024As of June 30, 2024
Term loan$— $— 
Revolving credit loan28,000 — 
Total debt28,000 — 
     Less current maturities— — 
Long-term debt less current maturities$28,000 $— 
v3.24.3
Leases (Tables)
3 Months Ended
Sep. 30, 2024
Leases [Abstract]  
Schedule of Assets And Liabilities, Lessee
Other information concerning the Company's operating leases accounted for under ASC Topic 842, Leases is as follows:
ClassificationAs of September 30, 2024As of June 30, 2024
Assets
Right-of-use assetsOther assets$6,363 $6,883 
Liabilities
Current operating lease liabilitiesAccrued expenses$2,101 $2,177 
Long-term operating lease liabilitiesOther liabilities5,243 5,763 
Total lease liabilities$7,344 $7,940 
Schedule of Lease Cost
ClassificationThree Months Ended September 30, 2024Three Months Ended September 30, 2023
Operating lease costs (1)
Cost of sales$567 $705 
Selling and marketing, and general and administrative193 240 
Sublease incomeOther income, net(10)(10)
Cash paid for amounts included in the measurement of operating lease liabilitiesCash flows from operating activities667 664 
(1) Includes short-term leases, which are insignificant, and are not included in the lease liability.
Schedule of Future Minimum Lease Payments for Operating Leases
Future annual minimum lease payments for the following fiscal years as of September 30, 2024 are as follows:
 Amount
Remainder of 2025$1,757 
20262,274 
20272,258 
20281,506 
2029
2030 and thereafter— 
Total7,796 
Less: imputed interest(452)
Present value of lease liabilities$7,344 
v3.24.3
Tax Receivable Agreement Liability (Tables)
3 Months Ended
Sep. 30, 2024
Tax Receivable Agreement [Abstract]  
Schedule of Changes to Tax Receivable Agreement
The following table reflects the changes to the Company's tax receivable agreement liability:
As of September 30, 2024As of June 30, 2024
Beginning fiscal year balance$40,613 $43,465 
Additions (reductions) to tax receivable agreement:
Exchange of LLC Units for Class A Common Stock— 1,320 
Adjustment for change in estimated state tax rate or benefits— 36 
Payments under tax receivable agreement— (4,208)
40,613 40,613 
Less: current portion under tax receivable agreement— — 
Ending balance$40,613 $40,613 
v3.24.3
Stock-Based Compensation (Tables)
3 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Share-based Compensation, Stock Options, Activity
The following is a summary of the changes in the Company's stock options for the three months ended September 30, 2024:
SharesWeighted-Average Exercise Price/Share
Total outstanding options as of June 30, 2024
17,973 $37.55 
Options granted— — 
Options exercised— — 
Outstanding options as of September 30, 2024
17,973 $37.55 
Exercisable as of September 30, 2024
17,973 $37.55 
Schedule of Summary of the Changes in Non-vested Restricted Stock
The following is a summary of the changes in non-vested restricted stock units and restricted stock awards for the three months ended September 30, 2024:
Number of Restricted Stock Units and Restricted Stock Awards OutstandingWeighted-Average Grant Date Fair Value
Total Non-vested Restricted Stock Units and Restricted Stock Awards as of June 30, 2024
519,106 $50.08 
Granted59,757 35.04 
Vested(2,880)39.31 
Forfeited(26,026)70.07 
Total Non-vested Restricted Stock Units and Restricted Stock Awards as of September 30, 2024
549,957 $47.56 
v3.24.3
Net (Loss) Earnings Per Share (Tables)
3 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net (Loss) Income Per Share
Basic and diluted net (loss) income per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts):
Three Months Ended September 30,
20242023
Basic:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Shares used in computing basic net (loss) income per share:
Weighted-average Class A Common Stock19,747,549 20,322,239 
Weighted-average participating restricted stock units convertible into Class A Common Stock278,193 264,248 
Basic weighted-average shares outstanding20,025,742 20,586,487 
Basic net (loss) income per share$(0.25)$0.98 
Diluted:
Net (loss) income attributable to Malibu Boats, Inc.$(5,048)$20,259 
Shares used in computing diluted net (loss) income per share:
Basic weighted-average shares outstanding20,025,742 20,586,487 
Restricted stock units granted to employees— 65,118 
Stock options granted to employees— 5,409 
Market performance awards granted to employees— 27,216 
Diluted weighted-average shares outstanding 1
20,025,742 20,684,230 
Diluted net (loss) income per share$(0.25)$0.98 
1 The Company excluded 691,159 and 470,262 potentially dilutive shares from the calculation of diluted net (loss) income per share for the three months ended September 30, 2024 and 2023, respectively.
v3.24.3
Segment Reporting (Tables)
3 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment The following tables present financial information for the Company’s reportable segments for the three months ended September 30, 2024 and 2023, respectively, and the Company’s financial position at September 30, 2024 and June 30, 2024, respectively:
Three Months Ended September 30, 2024
MalibuSaltwater Fishing CobaltConsolidated
Net sales$56,019 $64,751 $50,810 $171,580 
(Loss) income before (benefit) provision for income taxes$(10,072)$1,810 $2,265 $(5,997)
Three Months Ended September 30, 2023
MalibuSaltwater Fishing CobaltConsolidated
Net sales$105,005 $92,622 $58,203 $255,830 
Income before provision for income taxes$11,937 $8,995 $6,816 $27,748 
As of September 30, 2024As of June 30, 2024
Assets  
Malibu$131,769 $122,707 
Saltwater Fishing 356,633 350,063 
Cobalt270,735 266,854 
Total assets$759,137 $739,624 
v3.24.3
Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Details)
3 Months Ended
Sep. 30, 2024
brand
segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of brands | brand 8
Number of reportable segments | segment 3
v3.24.3
Revenue Recognition (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Disaggregation of Revenue [Line Items]    
Net sales $ 171,580 $ 255,830
North America    
Disaggregation of Revenue [Line Items]    
Net sales 159,242 246,376
International    
Disaggregation of Revenue [Line Items]    
Net sales 12,338 9,454
Boat and trailer sales    
Disaggregation of Revenue [Line Items]    
Net sales 164,418 248,795
Part and other sales    
Disaggregation of Revenue [Line Items]    
Net sales 7,162 7,035
Malibu    
Disaggregation of Revenue [Line Items]    
Net sales 56,019 105,005
Malibu | North America    
Disaggregation of Revenue [Line Items]    
Net sales 50,175 97,055
Malibu | International    
Disaggregation of Revenue [Line Items]    
Net sales 5,844 7,950
Malibu | Boat and trailer sales    
Disaggregation of Revenue [Line Items]    
Net sales 50,421 99,439
Malibu | Part and other sales    
Disaggregation of Revenue [Line Items]    
Net sales 5,598 5,566
Saltwater Fishing    
Disaggregation of Revenue [Line Items]    
Net sales 64,751 92,622
Saltwater Fishing | North America    
Disaggregation of Revenue [Line Items]    
Net sales 60,850 91,865
Saltwater Fishing | International    
Disaggregation of Revenue [Line Items]    
Net sales 3,901 757
Saltwater Fishing | Boat and trailer sales    
Disaggregation of Revenue [Line Items]    
Net sales 64,437 92,252
Saltwater Fishing | Part and other sales    
Disaggregation of Revenue [Line Items]    
Net sales 314 370
Cobalt    
Disaggregation of Revenue [Line Items]    
Net sales 50,810 58,203
Cobalt | North America    
Disaggregation of Revenue [Line Items]    
Net sales 48,217 57,456
Cobalt | International    
Disaggregation of Revenue [Line Items]    
Net sales 2,593 747
Cobalt | Boat and trailer sales    
Disaggregation of Revenue [Line Items]    
Net sales 49,560 57,104
Cobalt | Part and other sales    
Disaggregation of Revenue [Line Items]    
Net sales $ 1,250 $ 1,099
v3.24.3
Non-controlling Interest - Schedule of Non-controlling Interest (Details) - Malibu Boats Holdings LLC - shares
Sep. 30, 2024
Jun. 30, 2024
Class of Stock [Line Items]    
Units (in shares) 20,204,049 20,502,961
Ownership (as a percent) 100.00% 100.00%
Non-controlling LLC Unit holders ownership in Malibu Boats Holdings, LLC    
Class of Stock [Line Items]    
Units (in shares) 321,419 321,419
Ownership (as a percent) 1.60% 1.60%
Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC    
Class of Stock [Line Items]    
Units (in shares) 19,882,630 20,181,542
Ownership (as a percent) 98.40% 98.40%
v3.24.3
Non-controlling Interest - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Noncontrolling Interest [Line Items]      
Cancelled shares due to vesting of employee awards (in shares) 463    
Cancelled shares in connection with the vesting of stock awards with a market condition (in shares) 21,514    
Treasury stock, shares, retired (in shares) 21,514    
Non-controlling Interest in LLC      
Noncontrolling Interest [Line Items]      
Tax distributions payable to non-controlling LLC Unit holders $ 0   $ 0
Distribution paid to noncontrolling interests $ 0 $ 776  
Repurchase Agreements      
Noncontrolling Interest [Line Items]      
Stock redeemed and canceled during period (in shares) 278,485    
Class A Common Stock      
Noncontrolling Interest [Line Items]      
Shares issued during period (in shares) 1,550    
v3.24.3
Inventories (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Inventory Disclosure [Abstract]    
Raw materials $ 100,052 $ 107,245
Work in progress 29,095 20,683
Finished goods 17,725 16,392
Inventory subject to return 0 1,253
Total inventories $ 146,872 $ 145,573
v3.24.3
Property, Plant and Equipment, net (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Property, Plant and Equipment [Line Items]      
Property, plant and equipment, gross $ 357,981   $ 352,948
Less: Accumulated depreciation (112,489)   (108,347)
Property, plant and equipment, net 245,492   244,601
Depreciation expense 7,374 $ 6,324  
Land      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment, gross 4,890   4,890
Building and leasehold improvements      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment, gross 171,073   170,958
Machinery and equipment      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment, gross 124,159   118,123
Furniture and fixtures      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment, gross 15,473   15,466
Construction in process      
Property, Plant and Equipment [Line Items]      
Property, plant and equipment, gross $ 42,386   $ 43,511
v3.24.3
Goodwill and Other Intangible Assets, net - Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Goodwill [Roll Forward]    
Goodwill at beginning period $ 51,415  
Effect of foreign currency changes on goodwill 230  
Goodwill at end of period 51,645  
Malibu    
Goodwill [Roll Forward]    
Goodwill at beginning period 12,099  
Effect of foreign currency changes on goodwill 230  
Goodwill at end of period 12,329  
Saltwater Fishing    
Goodwill [Line Items]    
Accumulated impairment   $ 49,189
Goodwill [Roll Forward]    
Goodwill at beginning period 19,525  
Effect of foreign currency changes on goodwill 0  
Goodwill at end of period 19,525  
Cobalt    
Goodwill [Roll Forward]    
Goodwill at beginning period 19,791  
Effect of foreign currency changes on goodwill 0  
Goodwill at end of period $ 19,791  
v3.24.3
Goodwill and Other Intangible Assets, net - Schedule of Components of Other Intangible Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 134,564 $ 134,482
Less: Accumulated amortization (39,804) (38,033)
Total definite-lived intangible assets, net 94,760 96,449
Indefinite-lived intangible:    
Total other intangible assets, net 173,760 175,449
Trade name    
Indefinite-lived intangible:    
Trade name 79,000 118,200
Less: Impairment charge 0 (39,200)
Dealer relationships    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 131,816 131,735
Dealer relationships | Minimum    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Estimated Useful Life (in years) 15 years  
Dealer relationships | Maximum    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Estimated Useful Life (in years) 20 years  
Dealer relationships | Weighted Average    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life (in years) 14 years 4 months 24 days  
Patent    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 2,600 2,600
Estimated Useful Life (in years) 15 years  
Patent | Weighted Average    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life (in years) 7 years 9 months 18 days  
Trade name    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 100 100
Estimated Useful Life (in years) 15 years  
Trade name | Weighted Average    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life (in years) 5 years 8 months 12 days  
Non-compete agreement    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Gross carrying amount $ 48 $ 47
Estimated Useful Life (in years) 10 years  
Non-compete agreement | Weighted Average    
Schedule of Finite Lived Intangible Assets and Infinite Lived Intangible Assets [Line Items]    
Weighted-Average Remaining Useful Life (in years) 1 month 6 days  
v3.24.3
Goodwill and Other Intangible Assets, net - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
Amortization of intangible assets $ 1,716 $ 1,715
v3.24.3
Goodwill and Other Intangible Assets, net - Estimated Future Amortization (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]    
Remainder of 2025 $ 5,099  
2026 6,808  
2027 6,808  
2028 6,808  
2029 6,808  
2030 and thereafter 62,429  
Total definite-lived intangible assets, net $ 94,760 $ 96,449
v3.24.3
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Payables and Accruals [Abstract]    
Warranties $ 36,577 $ 37,967
Dealer incentives 12,207 28,911
Accrued compensation 17,350 13,791
Current operating lease liabilities 2,101 2,177
Accrued legal and professional fees 27,879 22,467
Customer deposits 4,691 4,270
Government grant 5,511 5,867
Other accrued expenses 4,576 3,980
Total accrued expenses $ 110,892 $ 119,430
v3.24.3
Accrued Expenses - Narrative (Details) - USD ($)
$ in Thousands
15 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Loss Contingencies [Line Items]    
Accrued legal and professional fees $ 27,879 $ 22,467
Government grant 5,511 $ 5,867
Batchelder et al. v. Malibu Boats, LLC    
Loss Contingencies [Line Items]    
Proceeds from insurance coverage 21,000  
Accrued legal and professional fees $ 3,500  
v3.24.3
Product Warranties - Narrative (Details)
3 Months Ended 12 Months Ended
Sep. 30, 2024
Jun. 30, 2018
Jun. 30, 2017
Jun. 30, 2016
Jun. 30, 2015
Malibu and Axis Brand Boats | Gelcoat          
Product Warranty Liability [Line Items]          
Standard product warranty, period 1 year        
Malibu and Axis Brand Boats | Engines          
Product Warranty Liability [Line Items]          
Standard product warranty, term, hours 500 hours        
Cobalt | Structural Warranty          
Product Warranty Liability [Line Items]          
Standard product warranty, period 5 years        
Cobalt | Bow-to-stern          
Product Warranty Liability [Line Items]          
Standard product warranty, period   5 years 3 years    
Saltwater Fishing | Bow-to-stern          
Product Warranty Liability [Line Items]          
Standard product warranty, period 2 years        
Maverick, Pathfinder, and Hewes Brand Boats | Bow-to-stern          
Product Warranty Liability [Line Items]          
Standard product warranty, period 1 year        
Cobia | Bow-to-stern          
Product Warranty Liability [Line Items]          
Standard product warranty, period 3 years        
Malibu Brand Boats          
Product Warranty Liability [Line Items]          
Standard product warranty, period       5 years 3 years
Axis Boats          
Product Warranty Liability [Line Items]          
Standard product warranty, period       5 years 2 years
Maximum | Malibu and Axis Brand Boats          
Product Warranty Liability [Line Items]          
Standard product warranty, period 5 years        
Maximum | Malibu and Axis Brand Boats | Engines          
Product Warranty Liability [Line Items]          
Standard product warranty, period 5 years        
Maximum | Cobalt | Structural Warranty          
Product Warranty Liability [Line Items]          
Standard product warranty, period 10 years        
Maximum | Cobalt | Gelcoat          
Product Warranty Liability [Line Items]          
Standard product warranty, period 3 years        
Maximum | Saltwater Fishing | Structural Warranty And Gelcoat          
Product Warranty Liability [Line Items]          
Standard product warranty, period 5 years        
Maximum | Maverick, Pathfinder, and Hewes Brand Boats | Structural Warranty And Gelcoat          
Product Warranty Liability [Line Items]          
Standard product warranty, period 5 years        
Maximum | Cobia | Structural Warranty And Gelcoat          
Product Warranty Liability [Line Items]          
Standard product warranty, period 10 years        
v3.24.3
Product Warranties - Schedule of Warranty Liability (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Movement in Standard Product Warranty Accrual [Roll Forward]    
Beginning balance $ 37,967 $ 41,709
Add: Warranty expense 5,763 6,414
Less: Warranty claims paid (7,153) (6,526)
Ending balance $ 36,577 $ 41,597
v3.24.3
Financing - Schedule of Debt (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Line of Credit Facility [Line Items]    
Total debt $ 28,000 $ 0
Less current maturities 0 0
Long-term debt less current maturities 28,000 0
Credit Agreement | Long-Term Debt    
Line of Credit Facility [Line Items]    
Total debt 0 0
Credit Agreement | Line of Credit | Revolving Credit Facility    
Line of Credit Facility [Line Items]    
Total debt $ 28,000 $ 0
v3.24.3
Financing - Narrative (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Jul. 08, 2022
Credit Agreement    
Line of Credit Facility [Line Items]    
Letters of credit outstanding $ 1,728,000  
Effective interest rate (as a percent) 8.25%  
Maximum amount, purchase of stock or stock options (up to) $ 5,000,000  
Consolidated leverage ratio 2.75  
Incremental Term Loans    
Line of Credit Facility [Line Items]    
Outstanding principal   $ 200,000,000
Revolving Credit Facility | Credit Agreement    
Line of Credit Facility [Line Items]    
Remaining borrowing capacity $ 320,272,000  
Revolving Credit Facility | Credit Agreement | Minimum    
Line of Credit Facility [Line Items]    
Unused capacity, commitment fee percentage (as a percent) 0.15%  
Revolving Credit Facility | Credit Agreement | Maximum    
Line of Credit Facility [Line Items]    
Unused capacity, commitment fee percentage (as a percent) 0.30%  
Revolving Credit Facility | Credit Agreement | Federal Funds    
Line of Credit Facility [Line Items]    
Basis spread on variable rate (as a percent) 0.50%  
Revolving Credit Facility | Credit Agreement | Base Rate    
Line of Credit Facility [Line Items]    
Basis spread on variable rate (as a percent) 1.00%  
Revolving Credit Facility | Credit Agreement | Base Rate | Minimum    
Line of Credit Facility [Line Items]    
Basis spread on variable rate (as a percent) 0.25%  
Revolving Credit Facility | Credit Agreement | Base Rate | Maximum    
Line of Credit Facility [Line Items]    
Basis spread on variable rate (as a percent) 1.00%  
Revolving Credit Facility | Credit Agreement | SOFR | Minimum    
Line of Credit Facility [Line Items]    
Basis spread on variable rate (as a percent) 1.25%  
Revolving Credit Facility | Credit Agreement | SOFR | Maximum    
Line of Credit Facility [Line Items]    
Basis spread on variable rate (as a percent) 2.00%  
Line of Credit | Revolving Credit Facility | Credit Agreement    
Line of Credit Facility [Line Items]    
Maximum borrowing capacity   $ 350,000,000
Incremental term loans, amount $ 28,000,000  
v3.24.3
Leases - Schedule of Assets and Liabilities, Lessee (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Assets    
Right-of-use assets $ 6,363 $ 6,883
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] Other assets Other assets
Liabilities    
Current operating lease liabilities $ 2,101 $ 2,177
Long-term operating lease liabilities 5,243 5,763
Total lease liabilities $ 7,344 $ 7,940
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued expenses Accrued expenses
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Other liabilities Other liabilities
v3.24.3
Leases - Schedule of Lease Cost (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Operating Leased Assets [Line Items]    
Cash paid for amounts included in the measurement of operating lease liabilities $ 667 $ 664
Cost of sales    
Operating Leased Assets [Line Items]    
Operating lease costs 567 705
Selling and marketing, and general and administrative    
Operating Leased Assets [Line Items]    
Operating lease costs 193 240
Other income, net    
Operating Leased Assets [Line Items]    
Sublease income $ (10) $ (10)
v3.24.3
Leases - Narrative (Details)
Sep. 30, 2024
Sep. 30, 2023
Leases [Abstract]    
Weighted average remaining lease term (in years) 3 years 4 months 20 days 4 years 4 months 2 days
Weighted average discount rate (as a percent) 3.67% 3.69%
v3.24.3
Leases - Schedule of Operating Lease Payments (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Amount    
Remainder of 2025 $ 1,757  
2026 2,274  
2027 2,258  
2028 1,506  
2029 1  
2030 and thereafter 0  
Total 7,796  
Less: imputed interest (452)  
Present value of lease liabilities $ 7,344 $ 7,940
v3.24.3
Tax Receivable Agreement Liability - Narrative (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Tax Receivable Agreement [Abstract]    
Tax receivable agreement, percentage of realized cash saving in tax to be pass through (as a percent) 85.00%  
Investment in subsidiaries $ 120,015 $ 120,015
v3.24.3
Tax Receivable Agreement Liability - Schedule of Tax Agreement Liability (Details) - USD ($)
$ in Thousands
3 Months Ended 12 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Tax Receivable Agreement [Roll Forward]    
Beginning fiscal year balance $ 40,613 $ 43,465
Additions (reductions) to tax receivable agreement:    
Exchange of LLC Units for Class A Common Stock 0 1,320
Adjustment for change in estimated state tax rate or benefits 0 36
Payments under tax receivable agreement 0 (4,208)
Ending fiscal year balance 40,613 40,613
Less: current portion under tax receivable agreement 0 0
Ending balance $ 40,613 $ 40,613
v3.24.3
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Income Tax Disclosure [Abstract]      
Valuation allowance $ 17,349   $ 17,355
Foreign tax credits $ 580   $ 580
Effective tax rate (as a percent) 14.20% 25.10%  
v3.24.3
Stock-Based Compensation - Narrative (Details)
$ / shares in Units, $ in Thousands
3 Months Ended
Aug. 05, 2024
USD ($)
award
$ / shares
shares
Sep. 30, 2024
USD ($)
shares
Sep. 30, 2023
USD ($)
Jan. 01, 2014
shares
Restricted Stock Units (RSUs) | Non-Employee Directors        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vested (in shares)   1,330    
Long-Term Incentive Plan        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares reserved for issuance in the plan (in shares)       1,700,000
Number of shares available for grant (in shares)   11,069    
Stock compensation expense | $   $ 1,900 $ 1,460  
Long-Term Incentive Plan | Service Based Stock Award | Chief Executive Officer        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of awards granted | award 2      
Grants in period | $ $ 2,047      
Share price (in dollars per share) | $ / shares $ 35.04      
Long-Term Incentive Plan | Service Based Stock Award | Chief Executive Officer | Share-Based Payment Arrangement, Tranche One        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Grants in period (in shares) 44,064      
Restricted stock vesting period (in years) 3 years      
Long-Term Incentive Plan | Service Based Stock Award | Chief Executive Officer | Share-Based Payment Arrangement, Tranche Two        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Grants in period (in shares) 14,363      
Restricted stock vesting period (in years) 1 year      
v3.24.3
Stock-Based Compensation - Stock Options (Details)
3 Months Ended
Sep. 30, 2024
$ / shares
shares
Shares  
Outstanding options at beginning of period (in shares) | shares 17,973
Options granted (in shares) | shares 0
Options exercised (in shares) | shares 0
Outstanding options at end of period (in shares) | shares 17,973
Exercisable at end of period (in shares) | shares 17,973
Weighted-Average Exercise Price/Share  
Outstanding options at beginning of period (in dollars per share) | $ / shares $ 37.55
Options granted (in dollars per share) | $ / shares 0
Options exercised (in dollars per share) | $ / shares 0
Outstanding options at end of period (in dollars per share) | $ / shares 37.55
Exercisable at end of period (in dollars per share) | $ / shares $ 37.55
v3.24.3
Stock-Based Compensation - Summary of Changes in Non-vested Restricted Shares (Details) - Restricted Stock Units and Restricted Stock Awards
3 Months Ended
Sep. 30, 2024
$ / shares
shares
Number of Restricted Stock Units and Restricted Stock Awards Outstanding  
Total Non-vested Restricted Stock Units and Restricted Stock Awards at beginning of period (in shares) | shares 519,106
Granted (in shares) | shares 59,757
Vested (in shares) | shares (2,880)
Forfeited (in shares) | shares (26,026)
Total Non-vested Restricted Stock Units and Restricted Stock Awards at end of period (in shares) | shares 549,957
Weighted-Average Grant Date Fair Value  
Total Non-vested Restricted Stock Units and Restricted Stock Awards at beginning of period (in dollars per share) | $ / shares $ 50.08
Granted (in dollars per share) | $ / shares 35.04
Vested (in dollars per share) | $ / shares 39.31
Forfeited (in dollars per share) | $ / shares 70.07
Total Non-vested Restricted Stock Units and Restricted Stock Awards at end of period (in dollars per share) | $ / shares $ 47.56
v3.24.3
Net (Loss) Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Basic:    
Net (loss) income attributable to Malibu Boats, Inc. $ (5,048) $ 20,259
Shares used in computing basic net (loss) income per share:    
Basic weighted-average shares outstanding (in shares) 20,025,742 20,586,487
Basic net (loss) income per share (in dollars per share) $ (0.25) $ 0.98
Diluted:    
Net (loss) income attributable to Malibu Boats, Inc. $ (5,048) $ 20,259
Shares used in computing diluted net (loss) income per share:    
Basic weighted-average shares outstanding (in shares) 20,025,742 20,586,487
Diluted weighted-average shares outstanding (in shares) 20,025,742 20,684,230
Diluted net (loss) income per share (in dollars per share) $ (0.25) $ 0.98
Antidilutive securities (in shares) 691,159 470,262
Restricted Stock Units (RSUs)    
Shares used in computing basic net (loss) income per share:    
Weighted average number of shares issued, basic (in shares) 278,193 264,248
Shares used in computing diluted net (loss) income per share:    
Awards granted to employees (in shares) 0 65,118
Stock Options    
Shares used in computing diluted net (loss) income per share:    
Awards granted to employees (in shares) 0 5,409
Performance Awards    
Shares used in computing diluted net (loss) income per share:    
Awards granted to employees (in shares) 0 27,216
Class A Common Stock    
Shares used in computing basic net (loss) income per share:    
Weighted average number of shares issued, basic (in shares) 19,747,549 20,322,239
v3.24.3
Commitments and Contingencies (Details)
$ in Thousands
3 Months Ended 15 Months Ended
Oct. 07, 2024
USD ($)
Apr. 10, 2024
dealership
unit
Jun. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
unit
Sep. 30, 2023
unit
Sep. 30, 2024
USD ($)
Jun. 30, 2024
USD ($)
Loss Contingencies [Line Items]              
Floor financing, repurchase obligations       $ 317,397   $ 317,397 $ 367,950
Number of repurchase units (in units) | unit   19   19 0    
Repurchase units, amount       $ 2,500      
Financing receivables       0   0 $ 0
Tommy’s Boats              
Loss Contingencies [Line Items]              
Number of dealerships that filed a complaint | dealership   15          
Tommy’s Boats | Subsequent Event              
Loss Contingencies [Line Items]              
Litigation settlement, amount $ 3,500            
Batchelder et al. v. Malibu Boats, LLC              
Loss Contingencies [Line Items]              
Litigation settlement, amount     $ 100,000 $ 100,000      
Insurance coverage     $ 26,000        
Proceeds from insurance coverage           $ 21,000  
v3.24.3
Segment Reporting - Narrative (Details)
3 Months Ended
Sep. 30, 2024
segment
Segment Reporting [Abstract]  
Number of reportable segments 3
v3.24.3
Segment Reporting - Schedule of Segment Reporting Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Segment Reporting Information [Line Items]      
Net sales $ 171,580 $ 255,830  
(Loss) income before (benefit) provision for income taxes (5,997) 27,748  
Total assets 759,137   $ 739,624
Malibu      
Segment Reporting Information [Line Items]      
Net sales 56,019 105,005  
(Loss) income before (benefit) provision for income taxes (10,072) 11,937  
Total assets 131,769   122,707
Saltwater Fishing      
Segment Reporting Information [Line Items]      
Net sales 64,751 92,622  
(Loss) income before (benefit) provision for income taxes 1,810 8,995  
Total assets 356,633   350,063
Cobalt      
Segment Reporting Information [Line Items]      
Net sales 50,810 58,203  
(Loss) income before (benefit) provision for income taxes 2,265 $ 6,816  
Total assets $ 270,735   $ 266,854
v3.24.3
Subsequent Events (Details) - Subsequent Event
$ in Millions
Oct. 23, 2024
USD ($)
shares
Subsequent Event [Line Items]  
Share repurchase program, authorized amount | $ $ 50.0
2024 Performance Incentive Plan  
Subsequent Event [Line Items]  
Shares reserved for issuance in the plan (in shares) | shares 1,020,000

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