MALIBU BOATS, INC. (NASDAQ:MBUU) Files An 8-K Financial Statements and ExhibitsItem 9.01 of the original Form 8-K filed on July 7, 2017 (the “Initial Form 8-K”) to provide certain historical financial statements for Cobalt and certain pro forma financial information in connection with the Acquisition. Any information required to be set forth in the Initial Form 8-K which is not being amended or supplemented to this Amendment No. 1 is hereby incorporated by reference. Except as set forth herein, no modifications have been made to the information contained in the Initial Form 8-K and the Company has not updated any information contained therein to reflect the events that have occurred since the date of the Initial Form 8-K. Accordingly, this Amendment No. 1 should be read in conjunction with the Initial Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(a)Financial Statements of Businesses Acquired.
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1. |
The financial statements of Cobalt Boats, LLC as of and for each of the fiscal years ended September 30, 2015 and 2014, together with the notes thereto and the report of independent registered public accounting firm thereon, are filed as Exhibit 99.1 to this Amendment No. 1 to Current Report on Form 8-K/A and are incorporated herein by reference. |
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2. |
The financial statements of Cobalt Boats, LLC as of and for each of the fiscal years ended September 30, 2016 and 2015, together with the notes thereto and the report of independent registered public accounting firm thereon, are filed as Exhibit 99.2 to this Amendment No. 1 to Current Report on Form 8-K/A and are incorporated herein by reference. |
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3. |
The unaudited financial statements of Cobalt Boats, LLC as of March 31, 2017 and for each of the six months ended March 31, 2017 and 2016, together with the notes thereto, are filed as Exhibit 99.3 to this Amendment No. 1 to Current Report on Form 8-K/A and are incorporated herein by reference. |
(b)Pro Forma Financial Information.
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1. |
Unaudited pro forma condensed combined balance sheet as of March 31, 2017 and unaudited statements of operations for the nine months ended March 31, 2017 and for the year ended June 30, 2016, each giving effect to the acquisition of Cobalt Boats, LLC and related financing, and the notes thereto, are filed as Exhibit 99.4 to this Amendment No. 1 to Current Report on Form 8-K/A and are incorporated herein by reference. |
(d)Exhibits.
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Exhibit No. |
Description |
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2.1+ |
Unit Purchase Agreement, dated June 28, 2017 among Malibu Boats, LLC, Cobalt Boats, LLC and the other parties named therein (incorporated herein by reference to Exhibit 2.1 to Malibu Boats, Inc.'s Current Report on Form 8-K filed on June 29, 2017) |
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10.1 |
Second Amended and Restated Credit Agreement, dated June 28, 2017, by and among Malibu Boats, LLC, Malibu Boats Holdings, LLC, the other guarantors party thereto, the lenders party thereto, and SunTrust Bank, as administrative agent, as issuing bank and as swingline lender (incorporated herein by reference to Exhibit 10.1 to Malibu Boats, Inc.’s Current Report on Form 8-K filed on June 29, 2017) |
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10.2 |
Second Amended and Restated Security Agreement, dated June 28, 2017, by and among Malibu Boats, LLC, Malibu Boats Holdings, LLC, the other debtors party thereto, and SunTrust Bank, as administrative agent (incorporated herein by reference to Exhibit 10.2 to Malibu Boats, Inc.’s Current Report on Form 8-K filed on June 29, 2017) |
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23.1 |
Consent of Allen, Gibbs & Houlik, L.C., independent auditor for Cobalt Boats, LLC |
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99.1 |
Audited financial statements of Cobalt Boats, LLC as of and for each of the fiscal years ended September 30, 2015 and 2014, together with the notes thereto and the report of independent registered public accounting firm thereon |
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99.2 |
Audited financial statements of Cobalt Boats, LLC as of and for each of the fiscal years ended September 30, 2016 and 2015, together with the notes thereto and the report of independent registered public accounting firm thereon |
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99.3 |
Unaudited financial statements of Cobalt Boats, LLC as of March 31, 2017 and for each of the six months ended March 31, 2017 and 2016, together with the notes thereto |
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99.4 |
Unaudited pro forma condensed combined balance sheet as of March 31, 2017 and unaudited statements of operations for the nine months ended March 31, 2017 and for the year ended June 30, 2016, each giving effect to the acquisition of Cobalt Boats, LLC and related financing, and the notes thereto |
+ Portions of this exhibit have been omitted to a confidential treatment request. Omitted information has been filed separately with the SEC.
Malibu Boats, Inc. ExhibitEX-23.1 2 exhibit231consentofexterna.htm EXHIBIT 23.1 Exhibit Exhibit 23.1CONSENT OF INDEPENDENT AUDITORWe consent to the incorporation by reference in the Registration Statement (No. 333-203976) on Form S-3 and Registration Statement (No. 333-193833) on Form S-8 of Malibu Boats,…To view the full exhibit click here
About MALIBU BOATS, INC. (NASDAQ:MBUU)
Malibu Boats, Inc. is a designer, manufacturer and marketer of performance sport boats. The Company’s segments include the U.S. and Australia. Each segment is engaged in the manufacturing, distribution, marketing and sale of performance sport boats. Its U.S. segment serves markets in North America, South America, Europe and Asia. Its Australia segment serves the Australian and New Zealand markets. The Company’s boats are used for water sports, including water skiing, wakeboarding and wake surfing, as well as general recreational boating. The Company sells its boats under Malibu and Axis Wake Research (Axis) brand names. The Company’s boats are constructed of fiberglass, equipped with inboard propulsion systems and available in a range of sizes and hull designs. The Company also offers various accessories and aftermarket parts. The Company’s boat models include Malibu M Series, Malibu Wakesetter, Malibu Response and Axis.