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Malibu Boats, Inc.
Third Quarter Fiscal 2017
Earnings Results
May 3rd, 2017
Safe Harbor Statement
This presentation includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can
beidentifiedbysuchwordsandphrasesas“believes,”“anticipates,”“expects,”“intends,”“estimates,”“may,”“will,”“should,”“continue”andsimilarexpressions,comparable
terminology or the negative thereof, and includes the statement in this presentation regarding the expected demand and outlook for our product.
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 industry, economic and business conditions, demand for our products, changes in consumer preferences,
competition within our industry, our reliance on our network of independent dealers, our ability to manage our manufacturing levels and our large fixed cost base, the
successful introduction of our new products, and other factors affecting us detailed from time to time in our filings with the Securities and Exchange Commission. Many
of these risks and uncertainties are outside our control, and there may be other risks and uncertainties which we do not currently anticipate because they relate to events
and depend on circumstances that may or may not occur in the future. Although we believe that the expectations reflected in any forward-looking statements are based
on reasonable assumptions at the time made, we can give no assurance that our expectations will be achieved. Undue reliance should not be placed on these forward-
looking statements, which speak only as of the date hereof. We undertake no obligation (and we expressly disclaim 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.
Comparison of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and
should only be viewed as historical data.
2
Use and Definition of Non-GAAP Financial Measures
This release includes the following financial measures defined as non-GAAP financial measures by the SEC: Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted Fully
Distributed Net Income. These measures have limitations as analytical tools and should not be considered as an alternative to, or more meaningful than, net income as
determined in accordance with GAAP or as an indicator of our liquidity. Certain items excluded fromAdjusted EBITDAare 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 these non-
GAAP financial measures should also not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of these non-
GAAP financial measures may not be comparable to other similarly titled measures of other companies.
We define Adjusted EBITDA as earnings before interest expense, income taxes, depreciation, amortization and non-cash, non-recurring or non-operating expenses, including
certain professional fees, acquisition and integration related expenses, non-cash compensation expense and certain product development costs. We define Adjusted EBITDA
Margin as Adjusted EBITDA divided by net sales. Adjusted EBITDA and Adjusted EBITDA Margin are not measures of net income as determined by GAAP. Management
believes Adjusted EBITDA and Adjusted EBITDA Margin are useful because they allow management to evaluate our operating performance and compare the results of our
operations from period to period and against our peers without regard to our financing methods, capital structure and non-recurring or non-operating expenses. We exclude
the items listed above from net 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.
We define Adjusted Fully Distributed Net Income as net income attributable to Malibu Boats, Inc. (i) excluding income tax expense, (ii) excluding the effect of non-recurring or
non-cash items, (iii) assuming the exchange of all Units ("LLC Units") of Malibu Boats Holdings, LLC (the "LLC") into shares of Class A common stock, which results in the
elimination of noncontrolling interest in the LLC, and (iv) reflecting an adjustment for income tax expense on fully distributed net income before income taxes (assuming no
income attributable to non-controlling interests) at our estimated effective income tax rate. Adjusted Fully Distributed Net Income is a non-GAAP financial measure because it
represents net income attributable to Malibu Boats, Inc, before non-recurring or non-cash items and the effects of noncontrolling 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 income on a consistent basis from period to period because it
removes non-cash or non-recurring items, and eliminates the variability of noncontrolling interest as a result of member 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 release, may differ from and may, therefore, not be comparable to similarly titled measures used by other companies.
A reconciliation of our net income as determined in accordance with GAAP to Adjusted EBITDA and Adjusted EBITDA Margin, and of our net income attributable to Malibu
Boats, Inc. to Adjusted Fully Distributed Net Income is provided under "Reconciliation of Non-GAAP Financial Measures".
3
Jack Springer
Chief Executive Officer
MALIBU BOATS, INC.
Quarter Commentary
◦ Record 3rd quarter net sales,
units, net income and adjusted
EBITDA
▪ Net sales are up 12.6% year-over-
year
◦ Net sales per unit increased
2.0%
▪ Driven by Y/Y price increases and
lower discounts
▪ Offset by mix shift to Response
and 21 VLX
◦ Gross profit increased 16.1%
and gross margin is 27.7%
1. See Appendix for a reconciliation of Net Income to Adjusted Fully Distributed Net Income.
2. See Appendix for a reconciliation of Non-GAAP Adjusted EBITDA to Net Income.
Q3 FY16 Q3 FY17
$0.40
$0.49
22.5%
Growth
5
AFDNI Per Share(1)
EBITDA(2)
Q3 FY16 Q3 FY17
$14.1
$16.8
19.0%
Growth
1. Source: Statistical Surveys, Inc. (“SSI”).
Market Commentary
◦ Retail Momentum
▪ Good boat show feedback
▪ Tough Q1 registration comps
▪ Continued weakness in international
markets
▪ Slower move into Spring but some
Stability
◦ Dealer inventory levels are healthy
▪ Estimated inventory weeks flat y/y
▪ International inventory lower
◦ Continued and expanding market
share leadership
CY2016 up >11%
CY2017 expected to continue
Record share in CY2016 over 33%
Leading Premium, Entry and Total
performance sport boats segments
6
Domestic Market Growth(1)
Market Share(1)
Key Takeaways
• US boating industry recovery continues, completing 2016 with >11% growth in PSB segment
• Potential domestic changes to tax, healthcare and energy policy could become meaningful tailwinds
• International challenges continue, MBUU focused on positioning itself to benefit fully on recovery
• MY2017 Product - Continued momentum in the premium segment
◦ New Models for model year 2017 have performed well and are all in the premium Malibu brand including the 21 VLX, 22 MXZ,
24 MXZ and Response TXi
◦ New features including updated towers on all Wakesetters, an all-new stereo system with sound zones and a redesigned dash
for Axis have all been well-received
◦ Integrated surf system with Surf Band and hydraulic Surf Gate and Power Wedge II continues to provide a competitive
advantage
• Engine marinization project on budget and on schedule
• IP litigation with MasterCraft has been settled allowing both companies to focus on our core business
7
Wayne Wilson
Chief Financial Officer
MALIBU BOATS, INC.
3rd Quarter Fiscal 2017 Comparable Results
◦ Year-over-year price
Increases and lower
discounts
◦ Offset by mix shift to
new models
12.6%
Growth
Net Sales Volume
Net Sales per Unit
Components
2.0%
Growth
Net Sales Per Unit
9
10.4%
Growth
Q3 FY16 Q3 FY17
$68.5
$77.1
Q3 FY16 Q3 FY17
955
1,054
Q3 FY16 Q3 FY17
$71.8 $73.2
Q3 FY16 Q3 FY17
$14.1
$16.8
3rd Quarter Fiscal 2017 Comparable Results
Gross Margin(1)
16.1%
Growth
Gross Profit(1)
19.0%
Growth
EBITDA(2)
Mix Comparison
1. Includes impact of $90k in cost of sales related to our engine vertical integration initiative.
2. See Appendix for a reconciliation of Non-GAAP Adjusted EBITDA to Net Income.
Q3 FY17
Axis:
28.1%
Malibu:
71.9%
Q3 FY16
Axis:
31.9%
Malibu:
68.1%
10
Q3 FY16 Q3 FY17
26.9%
27.7%
Q3 FY16 Q3 FY17
$18.4
$21.4
Full Year Outlook
Metric Target
Unit Volume Mid-single digits
Mix Malibu % up moderately Y/Y
Net Sales per Unit Low-mid single digits
Gross Margin Up slightly Y/Y
Net Legal Expenses(1)
~$1.0 million
Adjusted EBITDA Margin Modest increase
Capital Expenditures ~$10 million
111. Legal expenses related to MasterCraft and Marine Power Litigation net of settlements.
Appendix
Reconciliation of Net Income to Non-GAAP Adjusted
EBITDA and Adjusted EBITDA Margin (Unaudited):
The following table sets forth a reconciliation of Net income as determined in accordance with GAAP to Adjusted EBITDA
and Adjusted EBITDA Margin for the periods indicated (dollars in thousands):
13
Three Months Ended March 31, Nine Months Ended March 31,
2017 2016 2017 2016
Net income $ 8,846 $ 6,507 $ 20,809 $ 16,205
Provision for income taxes 3,805 4,109 9,897 9,011
Interest expense 416 1,249 883 2,927
Depreciation 1,050 833 3,044 2,449
Amortization 550 545 1,649 1,637
Professional fees 1
1,159 404 3,145 622
Marine Power litigation judgment 2
— — (1,330) —
Acquisition and integration related
expenses 3
— — — 401
Stock-based compensation expense 4
325 459 1,070 1,464
Engine development 5
630 — 1,090 —
Adjusted EBITDA $ 16,781 $ 14,106 $ 40,257 $ 34,716
Adjusted EBITDA Margin 21.8% 20.6% 19.5% 18.6%
Reconciliation of Net Income to Non-GAAP Adjusted
EBITDA and Adjusted EBITDA Margin (Unaudited):
14
(1) Represents legal and advisory fees related to our litigation with MasterCraft Boat Company, LLC.
(2) Represents the reduction in a one-time charge related to a judgment rendered against us in connection with a lawsuit by Marine Power
where the court amended the judgment to $1.9 million.
(3) Represents legal and advisory fees as well as integration related costs incurred in connection with certain acquisition activities.
(4) Represents equity-based incentives awarded to key 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.
(5) Represents costs incurred in connection with our vertical integration of engines including product development costs and supplier
transition performance incentives.
Reconciliation of Non-GAAP Adjusted Fully Distributed
Net Income (Unaudited):
15
The following table sets forth a reconciliation of Net income attributable to Malibu Boats, Inc. to Adjusted Fully Distributed
Net Income for the periods presented (dollars in thousands, except share and per share data):
Three Months Ended
March 31,
Nine Months Ended
March 31,
2017 2016 2017 2016
Net income attributable to Malibu Boats, Inc. $ 8,013 $ 5,776 $ 18,694 $ 14,438
Provision for income taxes 3,805 4,109 9,897 9,011
Professional fees 1
1,159 404 3,145 622
Acquisition and integration related expenses 2
— — — 401
Fair market value adjustment for interest rate swap 3
(116) 510 (941) 685
Stock-based compensation expense 4
325 459 1,070 1,464
Marine Power litigation judgment 5
— — (1,330) —
Engine development 6
630 — 1,090 —
Net income attributable to non-controlling interest 7
833 731 2,115 1,767
Fully distributed net income before income taxes 14,649 11,989 33,740 28,388
Income tax expense on fully distributed income before income taxes 8
5,201 4,256 11,978 10,078
Adjusted fully distributed net income $ 9,448 $ 7,733 $ 21,762 $ 18,310
Adjusted Fully Distributed Net Income per share of Class A Common Stock 9
:
Basic $ 0.49 $ 0.40 $ 1.13 $ 0.94
Diluted $ 0.49 $ 0.40 $ 1.13 $ 0.94
Weighted average shares of Class A Common Stock outstanding used in computing
Adjusted Fully Distributed Net Income 10
:
Basic 19,343,738 19,380,638 19,289,438 19,375,330
Diluted 19,343,738 19,380,638 19,289,438 19,375,330
16
Reconciliation of Non-GAAP Adjusted Fully Distributed
Net Income (Unaudited):
(1) Represents legal and advisory fees related to our litigation with MasterCraft Boat Company, LLC.
(2) Represents legal and advisory fees as well as integration related costs incurred in connection with certain acquisition activities.
(3) Represents the change in the fair value of our interest rate swap entered into on July 1, 2015.
(4) 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.
(5) Represents the reduction in a one-time charge related to a judgment rendered against us in connection with a lawsuit by Marine
Power where the court amended the judgment to $1.9 million.
(6) Represents costs incurred in connection with our vertical integration of engines including product development costs and supplier
transition performance incentives.
(7) 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.
(8) Reflects income tax expense at an estimated normalized annual effective income tax rate of 35.5% of income before income taxes
for the three and nine months ended March 31, 2017 and 2016, assuming the conversion of all LLC Units into shares of Class A
Common Stock. The estimated normalized annual effective income tax rate is based on the federal statutory rate plus a blended state
rate adjusted for deductions under Section 199 of the Internal Revenue Code of 1986, as amended, state taxes attributable to the
LLC, and foreign income taxes attributable to our Australian based subsidiary.
(9) Adjusted fully distributed net income divided by the shares of Class A Common Stock outstanding in (10) below.
(10) Represents the weighted average shares outstanding during the applicable period calculated as (i) the weighted average shares
outstanding during the applicable period of Class A Common Stock, (ii) 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 and (iii) the weighted
average fully vested restricted stock units outstanding during the applicable period that were convertible into Class A Common Stock
and granted to directors for their services.

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17 q3 earnings deck v2

  • 1. Malibu Boats, Inc. Third Quarter Fiscal 2017 Earnings Results May 3rd, 2017
  • 2. Safe Harbor Statement This presentation includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can beidentifiedbysuchwordsandphrasesas“believes,”“anticipates,”“expects,”“intends,”“estimates,”“may,”“will,”“should,”“continue”andsimilarexpressions,comparable terminology or the negative thereof, and includes the statement in this presentation regarding the expected demand and outlook for our product. 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 industry, economic and business conditions, demand for our products, changes in consumer preferences, competition within our industry, our reliance on our network of independent dealers, our ability to manage our manufacturing levels and our large fixed cost base, the successful introduction of our new products, and other factors affecting us detailed from time to time in our filings with the Securities and Exchange Commission. Many of these risks and uncertainties are outside our control, and there may be other risks and uncertainties which we do not currently anticipate because they relate to events and depend on circumstances that may or may not occur in the future. Although we believe that the expectations reflected in any forward-looking statements are based on reasonable assumptions at the time made, we can give no assurance that our expectations will be achieved. Undue reliance should not be placed on these forward- looking statements, which speak only as of the date hereof. We undertake no obligation (and we expressly disclaim 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. Comparison of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data. 2
  • 3. Use and Definition of Non-GAAP Financial Measures This release includes the following financial measures defined as non-GAAP financial measures by the SEC: Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted Fully Distributed Net Income. These measures have limitations as analytical tools and should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of our liquidity. Certain items excluded fromAdjusted EBITDAare 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 these non- GAAP financial measures should also not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of these non- GAAP financial measures may not be comparable to other similarly titled measures of other companies. We define Adjusted EBITDA as earnings before interest expense, income taxes, depreciation, amortization and non-cash, non-recurring or non-operating expenses, including certain professional fees, acquisition and integration related expenses, non-cash compensation expense and certain product development costs. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by net sales. Adjusted EBITDA and Adjusted EBITDA Margin are not measures of net income as determined by GAAP. Management believes Adjusted EBITDA and Adjusted EBITDA Margin are useful because they allow management to evaluate our operating performance and compare the results of our operations from period to period and against our peers without regard to our financing methods, capital structure and non-recurring or non-operating expenses. We exclude the items listed above from net 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. We define Adjusted Fully Distributed Net Income as net income attributable to Malibu Boats, Inc. (i) excluding income tax expense, (ii) excluding the effect of non-recurring or non-cash items, (iii) assuming the exchange of all Units ("LLC Units") of Malibu Boats Holdings, LLC (the "LLC") into shares of Class A common stock, which results in the elimination of noncontrolling interest in the LLC, and (iv) reflecting an adjustment for income tax expense on fully distributed net income before income taxes (assuming no income attributable to non-controlling interests) at our estimated effective income tax rate. Adjusted Fully Distributed Net Income is a non-GAAP financial measure because it represents net income attributable to Malibu Boats, Inc, before non-recurring or non-cash items and the effects of noncontrolling 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 income on a consistent basis from period to period because it removes non-cash or non-recurring items, and eliminates the variability of noncontrolling interest as a result of member 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 release, may differ from and may, therefore, not be comparable to similarly titled measures used by other companies. A reconciliation of our net income as determined in accordance with GAAP to Adjusted EBITDA and Adjusted EBITDA Margin, and of our net income attributable to Malibu Boats, Inc. to Adjusted Fully Distributed Net Income is provided under "Reconciliation of Non-GAAP Financial Measures". 3
  • 4. Jack Springer Chief Executive Officer MALIBU BOATS, INC.
  • 5. Quarter Commentary ◦ Record 3rd quarter net sales, units, net income and adjusted EBITDA ▪ Net sales are up 12.6% year-over- year ◦ Net sales per unit increased 2.0% ▪ Driven by Y/Y price increases and lower discounts ▪ Offset by mix shift to Response and 21 VLX ◦ Gross profit increased 16.1% and gross margin is 27.7% 1. See Appendix for a reconciliation of Net Income to Adjusted Fully Distributed Net Income. 2. See Appendix for a reconciliation of Non-GAAP Adjusted EBITDA to Net Income. Q3 FY16 Q3 FY17 $0.40 $0.49 22.5% Growth 5 AFDNI Per Share(1) EBITDA(2) Q3 FY16 Q3 FY17 $14.1 $16.8 19.0% Growth
  • 6. 1. Source: Statistical Surveys, Inc. (“SSI”). Market Commentary ◦ Retail Momentum ▪ Good boat show feedback ▪ Tough Q1 registration comps ▪ Continued weakness in international markets ▪ Slower move into Spring but some Stability ◦ Dealer inventory levels are healthy ▪ Estimated inventory weeks flat y/y ▪ International inventory lower ◦ Continued and expanding market share leadership CY2016 up >11% CY2017 expected to continue Record share in CY2016 over 33% Leading Premium, Entry and Total performance sport boats segments 6 Domestic Market Growth(1) Market Share(1)
  • 7. Key Takeaways • US boating industry recovery continues, completing 2016 with >11% growth in PSB segment • Potential domestic changes to tax, healthcare and energy policy could become meaningful tailwinds • International challenges continue, MBUU focused on positioning itself to benefit fully on recovery • MY2017 Product - Continued momentum in the premium segment ◦ New Models for model year 2017 have performed well and are all in the premium Malibu brand including the 21 VLX, 22 MXZ, 24 MXZ and Response TXi ◦ New features including updated towers on all Wakesetters, an all-new stereo system with sound zones and a redesigned dash for Axis have all been well-received ◦ Integrated surf system with Surf Band and hydraulic Surf Gate and Power Wedge II continues to provide a competitive advantage • Engine marinization project on budget and on schedule • IP litigation with MasterCraft has been settled allowing both companies to focus on our core business 7
  • 8. Wayne Wilson Chief Financial Officer MALIBU BOATS, INC.
  • 9. 3rd Quarter Fiscal 2017 Comparable Results ◦ Year-over-year price Increases and lower discounts ◦ Offset by mix shift to new models 12.6% Growth Net Sales Volume Net Sales per Unit Components 2.0% Growth Net Sales Per Unit 9 10.4% Growth Q3 FY16 Q3 FY17 $68.5 $77.1 Q3 FY16 Q3 FY17 955 1,054 Q3 FY16 Q3 FY17 $71.8 $73.2
  • 10. Q3 FY16 Q3 FY17 $14.1 $16.8 3rd Quarter Fiscal 2017 Comparable Results Gross Margin(1) 16.1% Growth Gross Profit(1) 19.0% Growth EBITDA(2) Mix Comparison 1. Includes impact of $90k in cost of sales related to our engine vertical integration initiative. 2. See Appendix for a reconciliation of Non-GAAP Adjusted EBITDA to Net Income. Q3 FY17 Axis: 28.1% Malibu: 71.9% Q3 FY16 Axis: 31.9% Malibu: 68.1% 10 Q3 FY16 Q3 FY17 26.9% 27.7% Q3 FY16 Q3 FY17 $18.4 $21.4
  • 11. Full Year Outlook Metric Target Unit Volume Mid-single digits Mix Malibu % up moderately Y/Y Net Sales per Unit Low-mid single digits Gross Margin Up slightly Y/Y Net Legal Expenses(1) ~$1.0 million Adjusted EBITDA Margin Modest increase Capital Expenditures ~$10 million 111. Legal expenses related to MasterCraft and Marine Power Litigation net of settlements.
  • 13. Reconciliation of Net Income to Non-GAAP Adjusted EBITDA and Adjusted EBITDA Margin (Unaudited): The following table sets forth a reconciliation of Net income as determined in accordance with GAAP to Adjusted EBITDA and Adjusted EBITDA Margin for the periods indicated (dollars in thousands): 13 Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Net income $ 8,846 $ 6,507 $ 20,809 $ 16,205 Provision for income taxes 3,805 4,109 9,897 9,011 Interest expense 416 1,249 883 2,927 Depreciation 1,050 833 3,044 2,449 Amortization 550 545 1,649 1,637 Professional fees 1 1,159 404 3,145 622 Marine Power litigation judgment 2 — — (1,330) — Acquisition and integration related expenses 3 — — — 401 Stock-based compensation expense 4 325 459 1,070 1,464 Engine development 5 630 — 1,090 — Adjusted EBITDA $ 16,781 $ 14,106 $ 40,257 $ 34,716 Adjusted EBITDA Margin 21.8% 20.6% 19.5% 18.6%
  • 14. Reconciliation of Net Income to Non-GAAP Adjusted EBITDA and Adjusted EBITDA Margin (Unaudited): 14 (1) Represents legal and advisory fees related to our litigation with MasterCraft Boat Company, LLC. (2) Represents the reduction in a one-time charge related to a judgment rendered against us in connection with a lawsuit by Marine Power where the court amended the judgment to $1.9 million. (3) Represents legal and advisory fees as well as integration related costs incurred in connection with certain acquisition activities. (4) Represents equity-based incentives awarded to key 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. (5) Represents costs incurred in connection with our vertical integration of engines including product development costs and supplier transition performance incentives.
  • 15. Reconciliation of Non-GAAP Adjusted Fully Distributed Net Income (Unaudited): 15 The following table sets forth a reconciliation of Net income attributable to Malibu Boats, Inc. to Adjusted Fully Distributed Net Income for the periods presented (dollars in thousands, except share and per share data): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Net income attributable to Malibu Boats, Inc. $ 8,013 $ 5,776 $ 18,694 $ 14,438 Provision for income taxes 3,805 4,109 9,897 9,011 Professional fees 1 1,159 404 3,145 622 Acquisition and integration related expenses 2 — — — 401 Fair market value adjustment for interest rate swap 3 (116) 510 (941) 685 Stock-based compensation expense 4 325 459 1,070 1,464 Marine Power litigation judgment 5 — — (1,330) — Engine development 6 630 — 1,090 — Net income attributable to non-controlling interest 7 833 731 2,115 1,767 Fully distributed net income before income taxes 14,649 11,989 33,740 28,388 Income tax expense on fully distributed income before income taxes 8 5,201 4,256 11,978 10,078 Adjusted fully distributed net income $ 9,448 $ 7,733 $ 21,762 $ 18,310 Adjusted Fully Distributed Net Income per share of Class A Common Stock 9 : Basic $ 0.49 $ 0.40 $ 1.13 $ 0.94 Diluted $ 0.49 $ 0.40 $ 1.13 $ 0.94 Weighted average shares of Class A Common Stock outstanding used in computing Adjusted Fully Distributed Net Income 10 : Basic 19,343,738 19,380,638 19,289,438 19,375,330 Diluted 19,343,738 19,380,638 19,289,438 19,375,330
  • 16. 16 Reconciliation of Non-GAAP Adjusted Fully Distributed Net Income (Unaudited): (1) Represents legal and advisory fees related to our litigation with MasterCraft Boat Company, LLC. (2) Represents legal and advisory fees as well as integration related costs incurred in connection with certain acquisition activities. (3) Represents the change in the fair value of our interest rate swap entered into on July 1, 2015. (4) 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. (5) Represents the reduction in a one-time charge related to a judgment rendered against us in connection with a lawsuit by Marine Power where the court amended the judgment to $1.9 million. (6) Represents costs incurred in connection with our vertical integration of engines including product development costs and supplier transition performance incentives. (7) 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. (8) Reflects income tax expense at an estimated normalized annual effective income tax rate of 35.5% of income before income taxes for the three and nine months ended March 31, 2017 and 2016, assuming the conversion of all LLC Units into shares of Class A Common Stock. The estimated normalized annual effective income tax rate is based on the federal statutory rate plus a blended state rate adjusted for deductions under Section 199 of the Internal Revenue Code of 1986, as amended, state taxes attributable to the LLC, and foreign income taxes attributable to our Australian based subsidiary. (9) Adjusted fully distributed net income divided by the shares of Class A Common Stock outstanding in (10) below. (10) Represents the weighted average shares outstanding during the applicable period calculated as (i) the weighted average shares outstanding during the applicable period of Class A Common Stock, (ii) 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 and (iii) the weighted average fully vested restricted stock units outstanding during the applicable period that were convertible into Class A Common Stock and granted to directors for their services.