MALIBU BOATS, INC. (MBUU) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry Into a Material Definitive Agreement.
On November 14, 2016, Malibu Boats, LLC (Malibu Boats), an
indirect, wholly owned subsidiary of Malibu Boats, Inc. (the
Company), entered into an engine supply agreement (the Engine
Supply Agreement) with General Motors LLC (GM) for the supply of
engines to the Company for use in its performance sports boats
beginning as early as model year 2019 through model year 2023.
Malibu Boats will be solely responsible for integrating the
engines for marine use. Malibu intends to continue to purchase
engines from its two current suppliers for at least model years
2017 and 2018. The entry into the Engine Supply Agreement is a
further step in the Companys vertical integration strategy, which
saw the Company integrate the manufacturing of its own trailers
with model year 2016 boats.
indirect, wholly owned subsidiary of Malibu Boats, Inc. (the
Company), entered into an engine supply agreement (the Engine
Supply Agreement) with General Motors LLC (GM) for the supply of
engines to the Company for use in its performance sports boats
beginning as early as model year 2019 through model year 2023.
Malibu Boats will be solely responsible for integrating the
engines for marine use. Malibu intends to continue to purchase
engines from its two current suppliers for at least model years
2017 and 2018. The entry into the Engine Supply Agreement is a
further step in the Companys vertical integration strategy, which
saw the Company integrate the manufacturing of its own trailers
with model year 2016 boats.
to the Engine Supply Agreement, Malibu Boats will submit purchase
orders for engines to GM and, so long as Malibu Boats is not in
breach of the Engine Supply Agreement, GM will deliver engines to
the purchase orders. No minimum amount of engines is required to
be ordered by Malibu Boats and the parties must discuss any
potential capacity increases above 7,000 engines annually.
orders for engines to GM and, so long as Malibu Boats is not in
breach of the Engine Supply Agreement, GM will deliver engines to
the purchase orders. No minimum amount of engines is required to
be ordered by Malibu Boats and the parties must discuss any
potential capacity increases above 7,000 engines annually.
The Engine Supply Agreement will expire on November 14, 2023,
unless terminated earlier by either party as permitted under the
terms of the Engine Supply Agreement. GM may terminate the Engine
Supply Agreement due to market conditions with at least eighteen
(18) months advanced written notice. Either party may terminate
the Engine Supply Agreement as a result of a change of control of
Malibu Boats with at least eighteen (18) months advanced written
notice. A change of control is defined as the acquisition by any
person or group of related persons, directly or indirectly, of
more than 50% of the total voting power of Malibu Boats. Either
party may also terminate the Engine Supply Agreement due to
breach of the other party upon written notice and after providing
60 days to cure any breach. GM may also suspend engine deliveries
to Malibu Boats in the event of a force majeure, as defined in
the Engine Supply Agreement.
unless terminated earlier by either party as permitted under the
terms of the Engine Supply Agreement. GM may terminate the Engine
Supply Agreement due to market conditions with at least eighteen
(18) months advanced written notice. Either party may terminate
the Engine Supply Agreement as a result of a change of control of
Malibu Boats with at least eighteen (18) months advanced written
notice. A change of control is defined as the acquisition by any
person or group of related persons, directly or indirectly, of
more than 50% of the total voting power of Malibu Boats. Either
party may also terminate the Engine Supply Agreement due to
breach of the other party upon written notice and after providing
60 days to cure any breach. GM may also suspend engine deliveries
to Malibu Boats in the event of a force majeure, as defined in
the Engine Supply Agreement.
GM will provide up to a one year warranty on the engines supplied
to Malibu Boats and Malibu Boats will agree to indemnify GM for
claims and costs arising from or relating to the engines
resulting from Malibu Boats actions.
to Malibu Boats and Malibu Boats will agree to indemnify GM for
claims and costs arising from or relating to the engines
resulting from Malibu Boats actions.
Item 7.01. Regulation FD Disclosure.
On November 14, 2016, the Company issued a press release
announcing its entry into the Engine Supply Agreement with GM. A
copy of the press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated herein by
reference.
announcing its entry into the Engine Supply Agreement with GM. A
copy of the press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated herein by
reference.
>A copy of the presentation that the Company intends to use in
its discussion of the engine vertical integration initiative with
investors is furnished as Exhibit 99.2 to this Current Report on
Form 8-K.
its discussion of the engine vertical integration initiative with
investors is furnished as Exhibit 99.2 to this Current Report on
Form 8-K.
The information in this Item 7.01 and the related Exhibit 99.1
and Exhibit 99.2 shall not be deemed filed for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended
(Exchange Act), or otherwise subject to the liabilities under
that section and shall not be deemed incorporated by reference
into any filing by the Company under the Securities Act of 1933,
as amended, or the Exchange Act, regardless of any general
incorporation language contained in such filing, unless otherwise
expressly stated in such filing.
and Exhibit 99.2 shall not be deemed filed for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended
(Exchange Act), or otherwise subject to the liabilities under
that section and shall not be deemed incorporated by reference
into any filing by the Company under the Securities Act of 1933,
as amended, or the Exchange Act, regardless of any general
incorporation language contained in such filing, unless otherwise
expressly stated in such filing.
Forward Looking Statements
This Current Report on Form 8-K includes forward-looking
statements (as such term is defined in the Private Securities
Litigation Reform Act of 1995). Forward-looking statements can be
identified by such words and phrases as believes, anticipates,
expects, intends, estimates, may, will, should, continue and
similar expressions, comparable terminology or the negative
thereof, and includes the statements in this Form 8-K regarding
the Companys intention to purchase engines from its current
engine suppliers and GM.
statements (as such term is defined in the Private Securities
Litigation Reform Act of 1995). Forward-looking statements can be
identified by such words and phrases as believes, anticipates,
expects, intends, estimates, may, will, should, continue and
similar expressions, comparable terminology or the negative
thereof, and includes the statements in this Form 8-K regarding
the Companys intention to purchase engines from its current
engine suppliers and GM.
Forward-looking statements are subject to risks and uncertainties
that could cause actual results to differ materially from those
expressed or implied in the forward-looking statements,
including, but not limited to: general economic conditions,
demand for the Companys products, changes in consumer
preferences, competition within the Companys industry, the
Companys reliance on its network of independent dealers, the
Companys ability to manage its manufacturing levels and its large
fixed cost base, the successful introduction of the Companys new
products and other factors affecting the Company detailed from
time to time in its filings with the Securities and Exchange
Commission. Many of these risks and uncertainties are outside the
Companys control, and there may be other risks and uncertainties
which the Company does not currently anticipate because they
relate to events and depend on circumstances that may or may not
occur in the future. Although the Company believes that the
expectations reflected in any forward-looking statements are
based on reasonable assumptions at the
that could cause actual results to differ materially from those
expressed or implied in the forward-looking statements,
including, but not limited to: general economic conditions,
demand for the Companys products, changes in consumer
preferences, competition within the Companys industry, the
Companys reliance on its network of independent dealers, the
Companys ability to manage its manufacturing levels and its large
fixed cost base, the successful introduction of the Companys new
products and other factors affecting the Company detailed from
time to time in its filings with the Securities and Exchange
Commission. Many of these risks and uncertainties are outside the
Companys control, and there may be other risks and uncertainties
which the Company does not currently anticipate because they
relate to events and depend on circumstances that may or may not
occur in the future. Although the Company believes that the
expectations reflected in any forward-looking statements are
based on reasonable assumptions at the
time made, the Company can give no assurance that its
expectations will be achieved. Undue reliance should not be
placed on these forward-looking statements, which speak only as
of the date hereof. The Company undertakes no obligation (and it
expressly disclaims any obligation) to update or supplement any
forward-looking statements that may become untrue because of
subsequent events, whether because of new information, future
events, changes in assumptions or otherwise.
expectations will be achieved. Undue reliance should not be
placed on these forward-looking statements, which speak only as
of the date hereof. The Company undertakes no obligation (and it
expressly disclaims any obligation) to update or supplement any
forward-looking statements that may become untrue because of
subsequent events, whether because of new information, future
events, changes in assumptions or otherwise.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is being furnished as part of this report:
Exhibit No.
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Description
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Exhibit 99.1
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Press Release dated November 14, 2016
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Exhibit 99.2
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Presentation on Engine Vertical Integration Initiative
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About MALIBU BOATS, INC. (MBUU)