UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ☐
Item 1.01 Entry into a Material Definitive Agreement.
On September 11, 2024, MasterCraft Boat Company, LLC (“MasterCraft”), a wholly owned subsidiary of MasterCraft Boat Holdings, Inc. (the “Company”), entered into an agreement with RMI Holdings, Inc. (the “Buyer”) to, among other things, transfer title of certain real property located in Merritt Island, Florida to the Buyer for $26.5 million (the “Purchase Agreement”).
The Purchase Agreement contains customary representations, warranties, covenants, and termination rights, as well as indemnification provisions subject to specified limitations. The Purchase Agreement is subject to customary closing conditions and closing is expected to occur in December 2024. The foregoing summary of the Purchase Agreement is not complete and is subject to, qualified in its entirety by, and should be read in conjunction with, the full text of the Purchase Agreement, which will be filed as an exhibit to the Company’s next Quarterly Report on Form 10-Q for the quarter ending September 29, 2024.
Item 7.01 Regulation FD Disclosure.
On September 12, 2024, the Company issued a press release announcing MasterCraft’s entry into the Purchase Agreement. A copy of the press release is furnished with this Current report on Form 8-K as Exhibit 99.1. The information in this Item 7.01 and in Exhibit 99.1 is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are being furnished as part of this report:
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 hereunto duly authorized.
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MASTERCRAFT BOAT HOLDINGS, INC. |
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September 12, 2024 |
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/s/ TIMOTHY M. OXLEY |
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Timothy M. Oxley |
Exhibit 99.1
FOR IMMEDIATE RELEASE
MasterCraft Agrees to Sell Merritt Island Boat Manufacturing Plant
VONORE, Tenn. - September 12, 2024 - MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) (the “Company”), today announced that it has entered into an agreement to sell its boat manufacturing plant located in Merritt Island, Florida. As previously announced, the Company held the facility for open market sale following its agreement to transfer the rights to its Aviara brand to a third party.
Brad Nelson, Chief Executive Officer, commented, “We are pleased to announce the sale of our Aviara manufacturing property and facilities to RMI Holdings, Inc., the parent company of Regal Boats. We deeply appreciate the opportunity to transact with a great local boating partner, which we anticipate will continue the rich heritage of boat building in the Merritt Island community.”
Nelson continued, “The cash proceeds from the transaction further add to our strong financial position, which has provided us with the flexibility to pursue our strategic initiatives, which is focused on extending our leadership position in our MasterCraft, Crest and Balise brands, optimizing our cost structure and directing resources towards other long-term initiatives.”
The transaction remains subject to customary closing conditions and is expected to be completed in our fiscal second quarter.
About MasterCraft Boat Holdings, Inc.
Headquartered in Vonore, Tenn., MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) is a leading innovator, designer, manufacturer and marketer of recreational powerboats through its three brands, MasterCraft, Crest and Balise. For more information about MasterCraft Boat Holdings, and its three brands, visit: Investors.MasterCraft.com, www.MasterCraft.com, www.CrestPontoonBoats.com, and www.BalisePontoonBoats.com.
Forward-Looking Statements
This press release includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can often be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “plans”, “estimates,” “may,” “will,” “should,” “continue” and similar expressions, comparable terminology or the negative thereof, and include statements in this press
release concerning the sale of our Aviara manufacturing facility, including the timing and impact on our go-forward business.
Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: the potential effects of supply chain disruptions and production inefficiencies, general economic conditions, demand for our products, inflation, changes in consumer preferences, competition within our industry, our ability to maintain a reliable network of dealers, our ability to manage our manufacturing levels and our fixed cost base, the successful introduction of our new products, geopolitical conflicts, such as the conflict between Russia and Ukraine and the conflict in the Gaza Strip and general unrest in the Middle East, and financial institution disruptions. These and other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024, filed with the Securities and Exchange Commission (the “SEC”) on August 30, 2024, could cause actual results to differ materially from those indicated by the forward-looking statements. The discussion of these risks is specifically incorporated by reference into this press release.
Any such forward-looking statements represent management's estimates as of the date of this press release. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release. We undertake no obligation (and we expressly disclaim any obligation) to update or supplement any forward-looking statements that may become untrue or cause our views to change, 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.
Investor Contact:
MasterCraft Boat Holdings, Inc.
John Zelenak
Manager of Treasury & Investor Relations
Email: investorrelations@mastercraft.com
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