mcft-8k_20210210.htm
false 0001638290 0001638290 2021-02-10 2021-02-10

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549  

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): February 10, 2021

 

 

MasterCraft Boat Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

 

 

 

 

 

 

 

 

Delaware

 

001-37502

 

06-1571747

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

 

100 Cherokee Cove Drive

Vonore, Tennessee  

 

37885

(Address of Principal Executive Offices)

 

(Zip Code)

(423) 884-2221

(Registrant’s telephone number, including area code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

 

 

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

 

 

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

 

 

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock

 

MCFT

 

NASDAQ

 

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 2.02. Results of Operations and Financial Condition.

 

On February 10, 2021, MasterCraft Boat Holdings, Inc. announced its financial results for its fiscal 2021 quarter ended January 3, 2021. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.        

 

The information in this Form 8-K (including Exhibit 99.1) shall not be deemed “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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)    Exhibits

 

The following exhibit is being furnished as part of this report:

 

 

 

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release dated February 10, 2021

104

 

The cover page from this Current Report on Form 8-K, embedded within and formatted in Inline XBRL.

 

 

 


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.

 

 

 

 

MASTERCRAFT BOAT HOLDINGS, INC.

 

 

Dated: February 10, 2021

/s/ TIMOTHY M. OXLEY

 

Timothy M. Oxley

 

Chief Financial Officer, Treasurer and Secretary

 

 

 

 

 

 

 

 

 

 

mcft-ex991_6.htm

Exhibit 99.1

 

MasterCraft Boat Holdings, Inc. Reports Record Earnings for

Fiscal 2021 Second Quarter

VONORE, Tenn. – February 10, 2021 – MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) today announced financial results for its fiscal 2021 second quarter ended January 3, 2021.

 

Highlights:

 

Most profitable second quarter in the Company’s history

 

Net sales increased to $118.7 million, up 19 percent from $99.6 million in the prior-year period

 

Gross margin expanded by 340 basis points to 24.7%

 

Net income was $12.5 million or $0.66 per diluted share, a 78 percent increase from $0.37 in the prior-year period

 

Diluted Adjusted Net Income per share, a non-GAAP measure, was $0.75, a 74 percent increase from $0.43 in the prior-year period

 

Adjusted EBITDA, a non-GAAP measure, grew 57 percent to $21.3 million from $13.6 million in the prior-year period

 

Adjusted EBITDA margin expanded by 430 basis points to 17.9%

 

Guidance for full-year fiscal 2021 raised on strength of retail demand and wholesale production ramp up

 

Fred Brightbill, Chief Executive Officer and Chairman, commented, “MasterCraft once again delivered financial and operational performance that exceeded expectations, highlighted by our second consecutive quarter of record profits. This performance was a direct result of our team members’ consistent execution on our key strategic priorities and the strength of our brands. In what has continued to be a challenging and dynamic operating environment, we have been able to scale and accelerate production while efficiently managing our supply chain to deliver for our dealers and consumers.”

 

Brightbill continued, “Execution of our consumer-centric strategy remains our top focus as we look to drive sustainable, accelerated growth. Strong retail demand across all our brands continued in our fiscal second quarter, resulting in a record wholesale backlog that has provided us with tremendous confidence in our outlook and ability to create shareholder value.”

 

Second Quarter Results

 

Net Sales for the second quarter were $118.7 million, an increase of $19.0 million or 19.1 percent, compared to $99.6 million for the prior-year period. The increase was primarily due to higher sales volumes at each of our segments, a favorable mix of higher-priced and higher-contented models and lower dealer incentives.

 

Gross profit increased $8.1 million, or 38.5 percent, to $29.3 million compared to $21.1 million for the prior-year period, principally driven by a favorable mix of higher-priced and higher-


contented models, higher sales volumes, and lower dealer incentives. This favorability was partially offset by higher compensation costs and costs associated with the transition of Aviara to our Merritt Island facility.

 

Gross margin was 24.7 percent for the second quarter, an increase of 340 basis points compared to the prior-year period. The increase was primarily attributable to favorable overhead absorption driven by higher sales volume, higher prices, lower dealer incentives and materials cost containment, partially offset by higher labor costs.

 

Operating expenses were $12.3 million for the second quarter, an increase of $1.5 million or 14.1 percent, compared to the prior-year period primarily driven by higher general and administrative expenses, resulting from higher incentive compensation costs and additional investment related to product development. This increase was partially offset by lower selling and marketing costs, primarily due to the timing of anticipated expense, which has been delayed by the COVID-19 pandemic until later in the fiscal year.

 

Net income for the second quarter increased to $12.5 million, or $0.66 per share, compared to $6.9 million, or $0.37 per share, for the prior-year period. Adjusted Net Income increased to $14.3 million, or $0.75 per diluted share, compared to $8.2 million, or $0.43 per diluted share, in the prior-year period.

 

Adjusted EBITDA was $21.3 million for the second quarter, compared to $13.6 million in the prior-year period. Adjusted EBITDA margin was 17.9 percent, up from 13.6 percent in the prior-year period.

 

See “Non-GAAP Measures” below for a reconciliation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, and Adjusted Net Income per share to the most directly comparable financial measures presented in accordance with GAAP.

 

 

Outlook

 

Concluded Brightbill, “Due to a continuation of strong retail demand trends, historically low dealer inventory, the strength of our order book across our brands, and the increasing production rates we delivered in each segment over the course of the quarter, we are raising our guidance for fiscal 2021. Importantly, our guidance assumes that we are able to operate all of our facilities throughout the year without any COVID-19 related disruptions.”

 

The Company’s outlook is as follows:

 

 

For full year fiscal 2021, consolidated net sales is expected to grow in the mid to high 30 percent range year-over-year, with Adjusted EBITDA margins in the low 15 percent range, and Adjusted Earnings per share growth approaching 100 percent year-over-year.

 

 

For the fiscal third quarter, consolidated net sales is expected to be up in the mid-30 percent range year-over-year, with Adjusted EBITDA margins approaching 15 percent, and Adjusted Earnings per share growth approaching 60 percent.


 

Conference Call and Webcast Information

MasterCraft Boat Holdings, Inc. will host a live conference call and webcast to discuss fiscal second quarter 2021 results today, February 10, 2021, at 8:30 a.m. EST. To access the call, dial (800) 219-6861 (domestic) or (574) 990-1024 (international) and provide the operator with the conference ID 7342619. Please dial in at least 10 minutes prior to the call. To access the live webcast, go to the investor section of the company’s website, www.MasterCraft.com, on the day of the conference call and click on the webcast icon.

 

For an audio replay of the conference call, dial (855) 859-2056 (domestic) or (404) 537-3406 (international) and enter audience passcode 7342619. The audio replay will be available beginning at 11:30 a.m. EST on Wednesday, February 10, 2021, through 11:30 a.m. EST on Wednesday, February 24, 2021.

 

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 four brands, MasterCraft, NauticStar, Crest and Aviara. Through these four brands, MasterCraft Boat Holdings has leading market share positions in three of the fastest growing segments of the powerboat industry – performance sport boats, outboard saltwater fishing and pontoon boats – while entering the large, growing luxury day boat segment. For more information about MasterCraft Boat Holdings, and its four brands, visit: Investors.MasterCraft.com, www.MasterCraft.com, www.NauticStarBoats.com, www.CrestPontoonBoats.com, and www.AviaraBoats.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,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions, comparable terminology or the negative thereof, and include statements in this press release concerning the resilience of our business model; our intention to drive value and accelerate growth; and the potential impact of COVID-19 on our operating results and liquidity.

 

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 the coronavirus (COVID-19) pandemic on the Company, general economic 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, changes to U.S. federal income tax law, the overall impact and interpretation of which remain uncertain, and the successful introduction of our new products. 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, 2020, filed with the Securities and Exchange Commission (the “SEC”) on September 11, 2020, 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.

 

Use of Non-GAAP Financial Measures

To supplement the Company’s condensed consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures in this release. Reconciliations of the non-GAAP financial measures used in this release to the most comparable GAAP measures for the respective periods can be found in tables immediately following the condensed consolidated statements of operations. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for the Company’s financial results prepared in accordance with GAAP.

 



Results of Operations for the Three and Six Months Ended January 3, 2021

 

 

MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share data)

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

 

January 3,

 

 

December 29,

 

 

January 3,

 

 

December 29,

 

 

 

 

2021

 

 

2019

 

 

2021

 

 

2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

 

118,677

 

 

$

 

99,628

 

 

$

222,422

 

 

$

209,417

 

 

Cost of sales

 

 

 

89,404

 

 

 

 

78,486

 

 

 

166,919

 

 

 

162,742

 

 

Gross profit

 

 

 

29,273

 

 

 

 

21,142

 

 

 

55,503

 

 

 

46,675

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling and marketing

 

 

 

2,989

 

 

 

 

4,343

 

 

 

5,896

 

 

 

8,407

 

 

General and administrative

 

 

 

8,352

 

 

 

 

5,477

 

 

 

17,284

 

 

 

13,262

 

 

Amortization of other intangible assets

 

 

 

987

 

 

 

 

987

 

 

 

1,974

 

 

 

1,974

 

 

Total operating expenses

 

 

 

12,328

 

 

 

 

10,807

 

 

 

25,154

 

 

 

23,643

 

 

Operating income

 

 

 

16,945

 

 

 

 

10,335

 

 

 

30,349

 

 

 

23,032

 

 

Other expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

870

 

 

 

 

1,237

 

 

 

1,889

 

 

 

2,581

 

 

Income before income tax expense

 

 

 

16,075

 

 

 

 

9,098

 

 

 

28,460

 

 

 

20,451

 

 

Income tax expense

 

 

 

3,574

 

 

 

 

2,219

 

 

 

6,392

 

 

 

4,949

 

 

Net income

 

$

 

12,501

 

 

$

 

6,879

 

 

$

22,068

 

 

$

15,502

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

 

0.66

 

 

$

 

0.37

 

 

$

1.17

 

 

$

0.83

 

 

Diluted

 

$

 

0.66

 

 

$

 

0.37

 

 

$

1.17

 

 

$

0.83

 

 

Weighted average shares used for computation of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

 

 

18,807,316

 

 

 

 

18,730,688

 

 

 

18,790,826

 

 

 

18,727,267

 

 

Diluted earnings per share

 

 

 

18,928,408

 

 

 

 

18,770,783

 

 

 

18,897,617

 

 

 

18,770,770

 

 

 

 

 

 

 

 

 

 

 

 


 

MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

 

 

January 3,

 

 

June 30,

 

 

 

2021

 

 

2020

 

ASSETS

 

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

12,074

 

 

$

16,319

 

Accounts receivable, net of allowances of $164 and $247, respectively

 

 

7,403

 

 

 

6,145

 

Income tax receivable

 

 

4,828

 

 

 

4,924

 

Inventories, net

 

 

34,570

 

 

 

25,636

 

Prepaid expenses and other current assets

 

 

3,696

 

 

 

3,719

 

Total current assets

 

 

62,571

 

 

 

56,743

 

Property, plant and equipment, net

 

 

55,976

 

 

 

40,481

 

Goodwill

 

 

29,593

 

 

 

29,593

 

Other intangible assets, net

 

 

61,874

 

 

 

63,849

 

Deferred income taxes

 

 

15,782

 

 

 

16,080

 

Deferred debt issuance costs, net

 

 

359

 

 

 

425

 

Other long-term assets

 

 

888

 

 

 

752

 

Total assets

 

$

227,043

 

 

$

207,923

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,393

 

 

$

10,510

 

Accrued expenses and other current liabilities

 

 

41,590

 

 

 

35,985

 

Current portion of long-term debt, net of unamortized debt issuance costs

 

 

9,739

 

 

 

8,932

 

Total current liabilities

 

 

65,722

 

 

 

55,427

 

Long-term debt, net of unamortized debt issuance costs

 

 

84,399

 

 

 

99,666

 

Operating lease liabilities

 

 

373

 

 

 

277

 

Unrecognized tax positions

 

 

4,548

 

 

 

3,683

 

Total liabilities

 

 

155,042

 

 

 

159,053

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

 

STOCKHOLDERS' EQUITY:

 

 

 

 

 

 

 

 

Common stock, $.01 par value per share — authorized, 100,000,000 shares; issued and outstanding, 18,949,295 shares at January 3, 2021 and 18,871,637 shares at June 30, 2020

 

 

189

 

 

 

189

 

Additional paid-in capital

 

 

117,245

 

 

 

116,182

 

Accumulated deficit

 

 

(45,433

)

 

 

(67,501

)

Total stockholders' equity

 

 

72,001

 

 

 

48,870

 

Total liabilities and stockholders' equity

 

$

227,043

 

 

$

207,923

 

 

 

 

 

 

 

 


Supplemental Operating Data

The following table presents certain supplemental operating data for the periods indicated:

 

 

Three Months Ended

 

 

 

 

 

 

 

Six Months Ended

 

 

 

 

January 3,

 

 

December 29,

 

 

 

 

 

 

 

January 3,

 

 

December 29,

 

 

 

 

 

 

 

 

2021

 

 

2019

 

 

Change

 

 

 

2021

 

 

2019

 

 

Change

 

 

 

 

(Dollars in thousands)

 

 

 

(Dollars in thousands)

 

 

Unit sales volume:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   MasterCraft

 

 

 

784

 

 

 

 

716

 

 

 

9.5

 

%

 

 

1,431

 

 

 

1,457

 

 

 

(1.8

%)

 

   NauticStar

 

 

 

355

 

 

 

 

337

 

 

 

5.3

 

%

 

 

646

 

 

 

733

 

 

 

(11.9

%)

 

   Crest

 

 

 

575

 

 

 

 

420

 

 

 

36.9

 

%

 

 

1,012

 

 

 

946

 

 

 

7.0

%

 

Consolidated

 

 

 

1,714

 

 

 

 

1,473

 

 

 

16.4

 

%

 

 

3,089

 

 

 

3,136

 

 

 

(1.5

%)

 

Net Sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MasterCraft

 

$

 

82,759

 

 

$

 

67,757

 

 

 

22.1

 

%

 

$

156,123

 

 

$

140,670

 

 

 

11.0

%

 

NauticStar

 

 

 

14,949

 

 

 

 

15,576

 

 

 

(4.0

)

%

 

 

27,291

 

 

 

33,571

 

 

 

(18.7

%)

 

   Crest

 

 

 

20,969

 

 

 

 

16,295

 

 

 

28.7

 

%

 

 

39,008

 

 

 

35,176

 

 

 

10.9

%

 

Consolidated

 

$

 

118,677

 

 

$

 

99,628

 

 

 

19.1

 

%

 

$

222,422

 

 

$

209,417

 

 

 

6.2

%

 

Net sales per unit:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   MasterCraft

 

$

 

106

 

 

$

 

95

 

 

 

11.6

 

%

 

$

109

 

 

$

97

 

 

 

12.4

%

 

   NauticStar

 

 

 

42

 

 

 

 

46

 

 

 

(8.7

)

%

 

 

42

 

 

 

46

 

 

 

(8.7

%)

 

   Crest

 

 

 

36

 

 

 

 

39

 

 

 

(7.7

)

%

 

 

39

 

 

 

37

 

 

 

5.4

%

 

   Consolidated

 

 

 

69

 

 

 

 

68

 

 

 

1.5

 

%

 

 

72

 

 

 

67

 

 

 

7.5

%

 

Gross margin

 

 

 

24.7

%

 

 

 

21.2

%

 

340 bps

 

 

25.0

%

 

 

22.3

%

 

270 bps

 

 

 

 

Non-GAAP Measures

 

EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin

 

We define EBITDA as earnings before interest expense, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations. For the periods presented herein, these adjustments include Aviara transition costs, Aviara (new brand) startup costs, and non-cash share-based compensation. We define Adjusted EBITDA margin as Adjusted EBITDA expressed as a percentage of Net sales.

 

Adjusted Net Income and Adjusted Net Income per share

 

We define Adjusted Net Income and Adjusted Net Income per share as net income adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations and adjusted for the impact to income tax expense related to non-GAAP adjustments. For the periods presented herein, these adjustments include Aviara transition costs, Aviara (new brand) startup costs, and certain non-cash items including other intangible asset amortization and share-based compensation. 

 

EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, and Adjusted Net Income per share, which we refer to collectively as the Non-GAAP Measures, are not measures of net income or operating income as determined under accounting principles generally accepted in the United States, or U.S. GAAP. The Non-GAAP Measures are not measures of performance in accordance with U.S. GAAP and should not be considered as an alternative to net income, net income per share, or operating cash flows determined in


accordance with U.S. GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of cash flow. We believe that the inclusion of the Non-GAAP Measures is appropriate to provide additional information to investors because securities analysts and investors use the Non-GAAP Measures to assess our operating performance across periods on a consistent basis and to evaluate the relative risk of an investment in our securities. We use Adjusted Net Income and Adjusted Net Income per share 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 U.S. GAAP, provides a more complete understanding of factors and trends affecting our business than does U.S. GAAP measures alone.  We believe Adjusted Net Income and Adjusted Net Income per share assists our board of directors, management, investors, and other users of the financial statements in comparing our net income on a consistent basis from period to period because it removes certain non-cash items and other items that we do not consider to be indicative of our core and/or ongoing operations and adjusts for the impact to income tax expense (benefit) related to non-GAAP adjustments. The Non-GAAP Measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Some of these limitations are:

 

 

Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and Adjusted EBITDA does not reflect any cash requirements for such replacements;

 

Adjusted EBITDA does not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;

 

Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;

 

Adjusted EBITDA does not reflect our tax expense or any cash requirements to pay income taxes;

 

Adjusted EBITDA does not reflect interest expense, or the cash requirements necessary to service interest payments on our indebtedness; and

 

Adjusted Net Income, Adjusted Net Income per share, and Adjusted EBITDA do not reflect the impact of earnings or charges resulting from matters we do not consider to be indicative of our core and/or ongoing operations, but may nonetheless have a material impact on our results of operations.

 

In addition, because not all companies use identical calculations, our presentation of the Non-GAAP Measures may not be comparable to similarly titled measures of other companies, including companies in our industry.

 

We do not provide forward-looking guidance for certain financial measures on a U.S. GAAP basis because we are unable to predict certain items contained in the U.S. GAAP measures without unreasonable efforts. These items may include acquisition-related costs, litigation charges or settlements, impairment charges, and certain other unusual adjustments.


The following table presents a reconciliation of net income as determined in accordance with U.S. GAAP to EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin for the periods indicated:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

 

January 3,

 

 

December 29,

 

 

January 3,

 

 

December 29,

 

 

 

 

2021

 

 

2019

 

 

2021

 

 

2019

 

 

 

 

(Dollars in thousands)

 

 

(Dollars in thousands)

 

 

Net income

 

$

12,501

 

 

$

6,879

 

 

$

22,068

 

 

$

15,502

 

 

Income tax expense

 

 

3,574

 

 

 

2,219

 

 

 

6,392

 

 

 

4,949

 

 

Interest expense

 

 

870

 

 

 

1,237

 

 

 

1,889

 

 

 

2,581

 

 

Depreciation and amortization

 

 

2,861

 

 

 

2,683

 

 

 

5,599

 

 

 

5,053

 

 

EBITDA

 

 

19,806

 

 

 

13,018

 

 

 

35,948

 

 

 

28,085

 

 

Share-based compensation

 

 

643

 

 

 

32

 

 

 

1,283

 

 

 

544

 

 

Aviara start-up costs(a)

 

 

 

 

 

507

 

 

 

 

 

 

815

 

 

Aviara transition costs(b)

 

 

847

 

 

 

 

 

 

1,025

 

 

 

 

 

Adjusted EBITDA

 

$

21,296

 

 

$

13,557

 

 

$

38,256

 

 

$

29,444

 

 

Adjusted EBITDA margin

 

 

17.9

%

 

 

13.6

%

 

 

17.2

%

 

 

14.1

%

 

 

(a)

Represents start-up costs associated with Aviara, a completely new boat brand in an industry category previously not served by the Company. We began selling the brand’s first two models, the AV32 and the AV36, during the first and second quarters of fiscal 2020, respectively. We expect to begin selling one additional model, the AV40, after the Aviara transition of production to the new Merritt Island facility in Florida. Start-up costs presented for fiscal 2020 are related to the AV36 and AV40 models.

(b)

Represents costs to transition production of the Aviara brand from Vonore, Tennessee to Merritt Island, Florida. Costs include duplicative overhead costs and costs not indicative of ongoing operations (such as training and facility preparation).  We expect to incur such costs until Aviara production is fully transitioned, which we expect will be completed during fiscal 2021.

The following table presents a reconciliation of net income as determined in accordance with U.S. GAAP to Adjusted Net Income for the periods indicated:

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

January 3,

 

 

December 29,

 

 

January 3,

 

 

December 29,

 

 

 

2021

 

 

2019

 

 

2021

 

 

2019

 

 

 

(Dollars in thousands)

 

 

(Dollars in thousands)

 

 

Net income

$

12,501

 

 

$

6,879

 

 

$

22,068

 

 

$

15,502

 

 

Income tax expense

 

3,574

 

 

 

2,219

 

 

 

6,392

 

 

 

4,949

 

 

Amortization of acquisition intangibles

 

960

 

 

 

961

 

 

 

1,921

 

 

 

1,921

 

 

Aviara start-up costs(a)

 

 

 

 

507

 

 

 

 

 

 

815

 

 

Aviara transition costs(b)

 

847

 

 

 

 

 

 

1,025

 

 

 

 

 

Share-based compensation

 

643

 

 

 

32

 

 

 

1,283

 

 

 

544

 

 

Adjusted Net Income before income taxes

 

18,525

 

 

 

10,598

 

 

 

32,689

 

 

 

23,731

 

 

Adjusted income tax expense(c)

 

4,261

 

 

 

2,438

 

 

 

7,518

 

 

 

5,458

 

 

Adjusted Net Income

$

14,264

 

 

$

8,160

 

 

$

25,171

 

 

$

18,273

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income per common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    Basic

$

0.76

 

 

$

0.44

 

 

$

1.34

 

 

$

0.98

 

 

    Diluted

$

0.75

 

 

$

0.43

 

 

$

1.33

 

 

$

0.97

 

 

Weighted average shares used for the computation of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   Basic Adjusted net income per share

 

18,807,316

 

 

 

18,730,688

 

 

 

18,790,826

 

 

 

18,727,267

 

 

   Diluted Adjusted net income per share

 

18,928,408

 

 

 

18,770,783

 

 

 

18,897,617

 

 

 

18,770,770

 

 

 

(a)

Represents start-up costs associated with Aviara, a completely new boat brand in an industry category previously not served by the Company. We began selling the brand’s first two models, the AV32 and the AV36, during the first and second quarters of fiscal 2020, respectively. We expect to begin selling one additional model, the AV40, after the Aviara


transition of production to the new Merritt Island facility in Florida. Start-up costs presented for fiscal 2020 are related to the AV36 and AV40 models.

(b)

Represents costs to transition production of the Aviara brand from Vonore, Tennessee to Merritt Island, Florida. Costs include duplicative overhead costs and costs not indicative of ongoing operations (such as training and facility preparation).  We expect to incur such costs until Aviara production is fully transitioned, which we expect will be completed during fiscal 2021.

(c)

Reflects income tax expense at an income tax rate of 23.0% for each period presented.

The following table presents the reconciliation of net income per diluted share to Adjusted net income per diluted share for the periods presented:

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

January 3,

 

 

December 29,

 

 

January 3,

 

 

December 29,

 

 

 

2021

 

 

2019

 

 

2021

 

 

2019

 

 

Net income per diluted share

$

0.66

 

 

$

0.37

 

 

$

1.17

 

 

$

0.83

 

 

Impact of adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

0.19

 

 

 

0.12

 

 

 

0.34

 

 

 

0.26

 

 

Amortization of acquisition intangibles

 

0.05

 

 

 

0.05

 

 

 

0.10

 

 

 

0.10

 

 

Aviara startup costs(a)

 

 

 

 

0.02

 

 

 

 

 

 

0.04

 

 

Aviara transition costs(b)

 

0.04

 

 

 

 

 

 

0.05

 

 

 

 

 

Share-based compensation

 

0.03

 

 

 

 

 

 

0.07

 

 

 

0.03

 

 

Adjusted Net income per diluted share before income taxes

 

0.97

 

 

 

0.56

 

 

 

1.73

 

 

 

1.26

 

 

Impact of adjusted income tax expense on net income per diluted share before income taxes(c)

 

(0.22

)

 

 

(0.13

)

 

 

(0.40

)

 

 

(0.29

)

 

Adjusted Net Income per diluted share

$

0.75

 

 

$

0.43

 

 

$

1.33

 

 

$

0.97

 

 

 

(a)

Represents start-up costs associated with Aviara, a completely new boat brand in an industry category previously not served by the Company. We began selling the brand’s first two models, the AV32 and the AV36, during the first and second quarters of fiscal 2020, respectively. We expect to begin selling one additional model, the AV40, after the Aviara transition of production to the new Merritt Island facility in Florida. Start-up costs presented for fiscal 2020 are related to the AV36 and AV40 models.

(b)

Represents costs to transition production of the Aviara brand from Vonore, Tennessee to Merritt Island, Florida. Costs include duplicative overhead costs and costs not indicative of ongoing operations (such as training and facility preparation).  We expect to incur such costs until Aviara production is fully transitioned, which we expect will be completed during fiscal 2021.

(c)

Reflects income tax expense at an income tax rate of 23.0% for each period presented.

 

Change in Non-GAAP Financial Measure

 

Prior to fiscal year-end 2020, the Company’s calculation of a diluted per share amount of Adjusted Net Income included an adjustment to fully dilute this non-GAAP measure for all outstanding share-based compensation grants. This additional dilution was incorporated by adjusting the GAAP measure, Weighted Average Shares Used for the Computation of Basic earnings per share, as presented on the Consolidated Statements of Operations, to include a dilutive effect for all outstanding RSAs, PSUs, and stock options. Beginning with the fiscal year-end 2020 presentation and for all subsequent periods, the Company will no longer include this additional dilution impact in its calculation of Adjusted Net Income per diluted share. The Company has instead utilized the Weighted Average Shares Used for the Computation of Basic and Diluted earnings per share as presented on the Consolidated


Statements of Operations to calculate Adjusted Net Income per diluted share for all periods presented herein.

 

The Company believes that, because its outstanding share-based compensation grants no longer result in a material amount of dilution of its earnings as was the case nearer to the date of our IPO, the adjustment methodology previously used no longer provides meaningful information to management or other users of its financial statements. This change resulted in an increase of $0.01 in the six months ended December 29, 2019 in the amount of Adjusted Net Income per diluted share from what was previously reported.

 

 

Investor Contact:

MasterCraft Boat Holdings, Inc.

George Steinbarger

Chief Revenue Officer

Email: investorrelations@mastercraft.com

 

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