MCBC Holdings,Inc. (NASDAQ:MCFT) Files An 8-K Financial Statements and Exhibits

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MCBC Holdings,Inc. (NASDAQ:MCFT) Files An 8-K Financial Statements and Exhibits
Item 9.01 of the original Current Report on Form8-K filed by the Company on October2, 2017 (the “Initial Form8-K”) to provide certain historical financial statements for Nautic Star and certain pro forma financial information in connection with the Acquisition. Any information required to be set forth in the Initial Form8-K that 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 Form8-K and the Company has not updated any information contained therein to reflect the events that have occurred since the date of the Initial Form8-K. Accordingly, this Amendment No.1 should be read in conjunction with the Initial Form8-K.

Item 9.01 Financial Statements and Exhibits.

(a)Financial Statements of Businesses Acquired.

1. The consolidated financial statements of Nautic Star, LLC as of and for each of the fiscal years ended December31, 2016 and 2015, together with the notes thereto and the report of independent public accounting firm thereon, are filed as Exhibit99.1 to this Amendment No.1 to Current Report on Form8-K/A and are incorporated herein by reference.

2. The consolidated financial statements of Nautic Star, LLC as of and for each of the fiscal years ended December31, 2015 and 2014, together with the notes thereto and the report of independent public accounting firm thereon, are filed as Exhibit99.2 to this Amendment No.1 to Current Report on Form8-K/A and are incorporated herein by reference.

3. The unaudited financial statements of Nautic Star, LLC as of June30, 2017 and for each of the six months ended June30, 2017 and 2016, together with the notes thereto, are filed as Exhibit99.3 to this Amendment No.1 to Current Report on Form8-K/A and are incorporated herein by reference.

(b)Pro Forma Financial Information.

1. Unaudited pro forma condensed combined balance sheet as of June30, 2017 and unaudited statements of operations for the year ended June30, 2017, each giving effect to the acquisition of Nautic Star, LLC and related financing, and the notes thereto, are filed as Exhibit99.4 to this Amendment No.1 to Current Report on Form8-K/A and are incorporated herein by reference.

(d)Exhibits.

The following exhibits are being furnished as part of this report:

ExhibitNo.

Description

2.1

Membership Interest Purchase Agreement, dated October2, 2017 among MCBC Holdings,Inc., Nautic Star, LLC and each of the other parties thereto (incorporated herein by reference to Exhibit2.1 to the Company’s Current Report on Form8-K filed on October2, 2017)

10.1

Third Amended and Restated Credit and Guaranty Agreement, dated October2, 2017, by and among MasterCraft Boat Company, LLC, MasterCraft Services,Inc., MCBC Hydra Boats, LLC, MasterCraft International Sales Administration,Inc., Nautic Star, LLC, NS Transport, LLC and Navigator Marine, LLC as borrowers and other credit parties, various lenders and Fifth Third Bank as the agent and L/C issuer and lender (incorporated herein by reference to Exhibit10.1 to the Company’s Current Report on Form8-K filed on October2, 2017)

23.1

Consent of Franks, Franks, Jarrell& Wilemon, P.A., independent auditor for Nautic Star, LLC

99.1

Audited financial statements of Nautic Star, LLC& Subsidiaries as of and for each of the fiscal years ended December31, 2016 and 2015, together with the notes thereto and the report of independent public accounting firm thereon

99.2

Audited financial statements of Nautic Star, LLC& Subsidiary as of and for each of the fiscal years ended December31, 2015 and 2014, together with the notes thereto and the report of independent public accounting firm thereon

99.3

Unaudited financial statements of Nautic Star, LLC as of June30, 2017 and for each of the six months ended June30, 2017 and 2016, together with the notes thereto

99.4

Unaudited pro forma condensed combined balance sheet as of June30, 2017 and unaudited statements of operations for the year ended June30, 2017, each giving effect to the acquisition of Nautic Star, LLC and related financing, and the notes thereto


MCBC Holdings, Inc. Exhibit
EX-23.1 2 a17-25000_1ex23d1.htm EX-23.1 Exhibit 23.1   CONSENT OF INDEPENDENT AUDITOR   We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-212812) and Form S-8 (No. 333-205825) of MCBC Holdings,…
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About MCBC Holdings,Inc. (NASDAQ:MCFT)

MCBC Holdings, Inc. (MCBC) is a holding company. The Company is a designer and manufacturer of inboard tournament ski boats and V-drive runabouts under the MasterCraft brand. The Company operates through two segments: MasterCraft and Hydra-Sports. The MasterCraft product brand consists of recreational performance boats primarily used for water skiing, wakeboarding and wake surfing, and general recreational boating. The Company distributes the MasterCraft product brand through its dealer network. The Company manufactures a range of Hydra-Sports recreational fishing boats. It also leases a parts warehouse in the United Kingdom to expedite service, primarily to dealers and customers in the European Union. Its MasterCraft-branded portfolio includes Star Series, XSeries and NXT boats. In addition, MCBC offers various accessories, including trailers and aftermarket parts. The Company operates primarily through its subsidiaries, MasterCraft Boat Company, LLC and MCBC Hydra Boats, LLC.