What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2022-09-09 compared with 2021-09-02 · 16 added, 58 removed, 14 unchanged (84% of the section changed)

3 unchanged sentences

Prior to that time, there was no public market for our common stock.

As of August 30, 2021, we had approximately 7,500 holders of record of our common stock.

We presently do not anticipate declaring or paying cash dividends on our common stock in the foreseeable future.

As of September 2, 2022, we had approximately 8,500 holders of record of our common stock.

We presently do not anticipate declaring or paying cash dividends on our common stock.

Any future determination as to the declaration and payment of dividends, will be at the discretion of our board of directors and will depend on then-existing conditions, including our operating results, financial condition, contractual restrictions, capital requirements, business prospects, and other factors our board of directors may deem relevant.

See Item 1A “Risk Factors — Risks Relating to Ownership of Our Common Stock.”

Stock Repurchase Plan

On June 24, 2021, the board of directors authorized a stock repurchase plan that allows for the repurchase of up to $50.0 million of our common stock during the three-year period ending June 24, 2024.

The timing and amount of any stock repurchases will be determined by management at its discretion based on ongoing assessments of the capital needs of the business, the market price of our common stock and general market conditions.

Stock repurchases under the program may be made through a variety of methods, which may include open market purchases, accelerated share repurchases, tender offers, privately negotiated transactions or otherwise The repurchase plan may be reviewed, modified, suspended or terminated by our board of directors at any time as it deems necessary in its sole discretion.

We did not repurchase any common stock during fiscal 2021.

Issuer Purchases of Equity Securities

On June 24, 2021, the board of directors of the Company authorized a stock repurchase program that allows for the repurchase of up to $50.0 million of our common stock during the three-year period ending June 24, 2024.

During the fiscal year ended June 30, 2022, we repurchased approximately $25.5 million of our common stock, including approximately $4.0 million during the three months ended June 30, 2022.

We did not repurchase any common stock during the year ended June 30, 2021.

As of June 30, 2022, the remaining authorization under the program was approximately $24.5 million.

During the three months ended June 30, 2022, the Company repurchased the following shares of common stock:

Total Number of Shares Purchased

Average Price Paid Per Share (a)

Total Number of Shares Purchased as part of Publicly Announced Program

Approximate Dollar Value of Shares that May Yet be Purchased Under the Plan (dollars in thousands)

April 4, 2022 - May 1, 2022

May 2, 2022 - May 29, 2022

May 30, 2022 - June 30, 2022

Represents weighted average price paid per share excluding commissions paid.

Stock Performance Graph

6 unchanged sentences

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

SELECTED FINANCIAL DATA

The selected historical consolidated financial data and other data of MasterCraft Boat Holdings, Inc.

set forth below should be read together with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and related notes, each of which is included elsewhere in this Form 10-K.

In particular, certain matters may significantly impact comparability between the years presented, including certain of those matters discussed in the footnotes to the table below.

We derived the consolidated statement of operations for the fiscal years ended June 30, 2021, 2020 and 2019 and our consolidated balance sheet data as of June 30, 2021 and 2020 from our audited consolidated financial statements and related notes included elsewhere in this Form 10-K.

We derived the consolidated statement of operations for the fiscal years ended June 30, 2018 and June 30, 2017 and our consolidated balance sheet data as of June 30, 2019, June 30, 2018 and June 30, 2017 from audited consolidated financial statements, which are not included in this Form 10-K.

Our historical results are not necessarily indicative of the results that may be expected in the future.

As of and for the Fiscal Years Ended June 30,

(Dollars in thousands, except for per share amounts)

Consolidated statements of operations:

COST OF SALES

OPERATING EXPENSES:

Selling and marketing

General and administrative

Amortization of intangible assets

Goodwill and other intangible asset impairment (1)

Total operating expenses

OPERATING INCOME (LOSS)

OTHER EXPENSE:

Interest expense

Loss on extinguishment of debt

INCOME (LOSS) BEFORE INCOME TAX EXPENSE

INCOME TAX EXPENSE (BENEFIT)

NET INCOME (LOSS)

WEIGHTED AVERAGE SHARES USED FOR COMPUTATION OF:

Net income (loss) per common share:

Consolidated balance sheet data:

Total liabilities

Current portion of long-term debt

Long-term debt

Total stockholders’ equity

Additional financial and other data (unaudited):

Unit sales volume:

NauticStar (2)

Consolidated unit sales volume

NauticStar (2)

Consolidated net sales

Net sales per unit:

NauticStar (2)

Consolidated net sales per unit

Net income margin

Adjusted EBITDA (3)

Adjusted Net Income (3)

Adjusted EBITDA margin (3)

During fiscal 2020, we recognized goodwill and other intangible asset impairment charges in our NauticStar and Crest segments.

During fiscal 2019, we recognized goodwill and other intangible asset impairment charges in our NauticStar segment.

See Note 6 in Notes to Consolidated Financial Statements.

During fiscal 2019 the Company acquired Crest, as described in Note 3 in Notes to Consolidated Financial Statements.

During fiscal 2018, the Company acquired NauticStar.

Adjusted EBITDA, Adjusted Net Income and Adjusted EBITDA margin are non-GAAP financial measures.

For definitions of our non-GAAP measures and a reconciliation of each to net income (loss) for the years ended June 30, 2021, 2020 and 2019, see Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity