MALIBU BOATS, INC. 8-K

What Happened

• Malibu Boats, Inc. (MBUU) filed an 8-K reporting that on March 2, 2026 it closed the acquisition of Saxdor Yachts Oy. The Transaction purchased all issued and outstanding shares and option rights of Saxdor for a Purchase Price of approximately €150,000,000 (approximately $175,000,000), consisting of cash and Malibu common stock, with additional potential earnouts.

Key Details

• Closing date: March 2, 2026; seller: Saxdor Yachts Oy and its stockholders/option holders.
• Purchase Price breakdown: Cash Consideration of €110,000,000 (≈ $130,000,000) financed with cash on hand and the Company’s existing credit facility, plus Share Consideration of 1,523,794 shares of Class A common stock.
• Earnouts: Up to €71,250,000 (≈ $84,000,000) payable during 2026–2028 if specified post-closing targets are met; earnouts may be paid in cash, stock, or a combination.
• Protections and recourse: Malibu obtained a customary representations-and-warranties insurance policy; representations and warranties survive closing per the agreement, and the insurance is the Company’s primary recourse for certain breaches.
• Disclosure: A related press release was furnished as Exhibit 99.1 to the 8-K.

Why It Matters

• The acquisition expands Malibu’s business through the addition of Saxdor and involves a significant upfront cash outlay (~€110M) plus issuance of stock (1,523,794 shares) and contingent future payments (up to €71.25M).
• Financing used cash on hand and the existing credit facility, and the earnout structure ties part of the total purchase price to future performance.
• Investors should note the concrete impacts disclosed: cash usage, new share issuance as consideration, and contingent obligations under the earnout — along with limited post-closing recourse primarily via R&W insurance as set forth in the Purchase Agreement.