Nature of Business and Summary of Significant Accounting Policies

Nature of Business

Malibu Boats Holdings, LLC (the "LLC" or the "Company") is a Delaware limited liability company. The Company, founded in 1982 and headquartered near Knoxville, Tennessee, is engaged in the design, engineering, manufacturing and marketing of innovative, high-quality, performance sports boats that are sold through independent dealers, throughout the United States and Canada, but with consumers worldwide.

The accompanying unaudited condensed consolidated financial statements of the LLC have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim condensed financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and disclosures of results of operations, financial position and changes in cash flow in conformity with accounting principles generally accepted in the United States for complete financial statements. Such statements should be read in conjunction with the audited consolidated financial statements and notes thereto of the LLC for the year ended June 30, 2013. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring items) considered necessary to present fairly the LLC’s financial position at December 31, 2013 and the results of its operations and the cash flows for the three and six month periods ended December 31, 2013 and 2012. Operating results for the three and six months ended December 31, 2013 are not necessarily indicative of the results that may be expected for the full year ending June 30, 2014. Certain reclassifications have been made to the prior period presentation to conform to the current period presentation. All dollar and unit amounts are presented in thousands, unless otherwise noted.

As discussed in Note 11, a controlling interest in the Company was acquired by Malibu Boats, Inc. in connection with the Recapitalization and IPO (each term as defined in Note 4 to Malibu Boats, Inc.'s condensed balance sheet) completed on February 5, 2014. Refer to Note 4 of Malibu Boats, Inc.'s condensed balance sheet included elsewhere in this report for further information on effects of these events on the LLC's condensed consolidated financial statements. As a result of the transactions, Malibu Boats, Inc. became the LLC's sole managing member and, therefore, pursuant to ASC Topic 810, will consolidate the financial results of the LLC for the periods ending on or after the IPO completed on February 5, 2014.

Significant Accounting Policies

There have been no material changes to the LLC's significant accounting policies as described in Note 1 to the LLC's consolidated financial statements in Amendment No. 3 to Malibu Boats, Inc.'s Registration Statement on Form S-1 filed with the SEC on January 22, 2014.

Recent Accounting Pronouncements

There are no new accounting pronouncements that are expected to have a significant impact on the condensed consolidated financial statements (unaudited).

Unaudited Pro Forma Information

The unaudited pro forma condensed consolidated balance sheet as of December 31, 2013 for Malibu Boats, Inc., a Delaware corporation, gives effect to the change in capitalization assuming (A) 17,071,424 shares of Class A Common Stock of Malibu Boats, Inc., par value $0.01 per share (“Class A Common Stock”), are outstanding comprised of (i) 3,411,834 shares of Class A Common Stock held by selling stockholders, who were former holders of LLC Units prior to the IPO, (ii) 13,659,590 shares of Class A Common Stock assuming the Company’s existing owners exchanged their outstanding units of the Company (“LLC Units”) for such shares of Class A Common Stock and (B) no shares of Class B Common Stock, par value $0.01 per share (“Class B Common Stock”), of Malibu Boats, Inc. are issued or outstanding following the exchange of all outstanding LLC Units for Class A Common Stock. Shares of Class A Common Stock issued in the initial public offering of Malibu Boats, Inc. and the related net proceeds are excluded from such pro forma information.

The unaudited pro forma provision for income taxes is computed by applying the effective income tax rate of 37.3% to pre-tax income multiplied by the percentage ownership of the LLC attributable to Malibu Boats, Inc. upon consummation of the initial public offering, or 49.3%. The unaudited pro forma amount of non-controlling interest is computed by multiplying pre-tax income by the percentage ownership of the LLC not directly attributable to Malibu Boats, Inc., or 50.7%. Pro forma basic and diluted net income per share were computed by dividing the pro forma net income attributable to members and stockholders by 10,869,830. The number of shares is based on the 11,054,830 shares of Class A Common Stock outstanding after the IPO, 8,214,285 of which were sold in the IPO and 2,840,545 of which continue to be owned by the selling stockholders in the IPO and excluding 185,000 shares outstanding after the IPO the proceeds from which were used for general corporate purposes. Because the shares of Class B Common Stock do not share in the LLC's earnings, they are not included in the weighted average number of shares outstanding or net income available per share.

The effective income tax rate includes adjustments to the statutory federal income tax rate for state taxes and permanent items such as stock compensation expense attributable to profits interests, the domestic production activities deduction, and strategic and financial restructuring costs incurred in connection with Malibu Boats, Inc.'s IPO. A reconciliation of the statutory federal income tax rate to the effective rate is as follows:



Statutory federal income tax rate	35.0	%
State income taxes, net of federal taxes	3.3
Permanent items	(1.0	)
	37.3	%