MCFT

EX-99.1

2 mcft-ex99_1.htm

EX-99.1

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

MasterCraft Boat Holdings, Inc. Reports Fiscal 2026 Third Quarter Results

VONORE, Tenn. – May 7, 2026 – MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) today announced financial results for its fiscal 2026 third quarter ended March 29, 2026.

The overview, commentary, and results provided herein relate to our continuing operations, which consists of our MasterCraft and Pontoon segments.

Overview:

▪ Continued expectation to complete the combination with Marine Products Corporation (“Marine Products”) shortly after our special meeting of shareholders scheduled on May 12, 2026, subject to customary closing conditions

▪ Net sales for the third quarter were $78.2 million, up $2.2 million, or 3.0%, from the comparable prior-year period

▪ Dealer pipeline discipline remains strong, with stabilized dealer pipelines, supported by aligned production plans and a flexible, demand‑driven wholesale approach

▪ Loss from continuing operations in the third quarter was ($0.7) million, or ($0.04) per diluted share, down from prior-year income of $3.8 million, or $0.23 per diluted share, primarily due to one-time transaction costs related to the pending Marine Products combination

▪ Adjusted Net Income, a non-GAAP measure, was $7.2 million, or $0.45 per diluted share, up from $5.0 million, or $0.30 per diluted share, in the prior-year period

▪ Adjusted EBITDA, a non-GAAP measure, was $10.7 million, up $3.2 million from the comparable prior-year period

▪ Ended the third quarter with cash and investments of $84.6 million

Brad Nelson, Chief Executive Officer, commented, “We delivered results that outperformed our expectations during the third quarter, driven by disciplined execution across our business and continued new product momentum. In a market that’s evolving week to week, we’ve remained focused on our core strengths—delivering operational efficiencies, aligning production with demand, and differentiated innovation that resonates with customers and dealers.”

Nelson continued, “Within MasterCraft, premium product momentum continues to build across the lineup. Last month, we announced the reintroduction of the X23, marking the return of a historic name in our portfolio and completing the next‑generation X‑series.”

Third Quarter Results

For the third quarter of fiscal 2026, MasterCraft Boat Holdings, Inc. reported consolidated net sales of $78.2 million, up $2.2 million from the third quarter of fiscal 2025. The increase in net sales was primarily due to favorable model mix and options sales, increased prices, and decreased dealer incentives, partially offset by lower unit volumes.

Gross margin percentage increased 420 basis points during the third quarter of fiscal 2026, compared to the prior-year period. Higher margins were primarily the result of increased net sales, as discussed above, combined with effective cost controls.

Operating expenses increased $9.2 million for the third quarter of fiscal 2026, compared to the prior-year period, due to business development and consulting costs related to the combination with Marine Products, increased selling and marketing costs, and consulting costs related to the implementation of our enterprise resource planning system (“ERP implementation costs”).

Loss from continuing operations was ($0.7) million for the third quarter of fiscal 2026, compared to income from continuing operations of $3.8 million in the prior-year period. Diluted loss from continuing operations per share was ($0.04), compared to diluted income from continuing operations per share of $0.23 for the third quarter of fiscal 2025.

Adjusted Net income was $7.2 million for the third quarter of fiscal 2026, or $0.45 per diluted share, compared to $5.0 million, or $0.30 per diluted share, in the prior-year period.

Adjusted EBITDA was $10.7 million for the third quarter of fiscal 2026, compared to $7.5 million in the prior-year period. Adjusted EBITDA margin was 13.7% for the third quarter, up from 9.9% for the prior-year period.

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

Combination with Marine Products Corporation

On February 5, 2026, we announced that we have entered into a definitive agreement under which we will merge with Marine Products, a leading manufacturer of recreation and sport fishing powerboats, in a cash and stock transaction. Our special meeting of shareholders is scheduled for May 12, 2026, and we expect to close shortly thereafter, subject to customary closing conditions.

Outlook

Concluded Nelson, “Looking ahead, we remain confident and credible in our ability to navigate the current macroeconomic environment by remaining disciplined, agil

8-K

0001638290false00016382902026-02-052026-02-05

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 05, 2026

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)

Registrant’s Telephone Number, Including Area Code: 423 884-2221

(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

The Nasdaq Stock Market

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 5, 2026, MasterCraft Boat Holdings, Inc. (“MasterCraft”) announced its financial results for its fiscal 2026 quarter ended December 28, 2025. 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 is 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 8.01 Other Events. On February 5, 2026, MasterCraft and Marine Products Corporation, a Delaware corporation (“Marine Products”), issued a joint press release announcing the execution of an Agreement and Plan of Merger, dated as of February 5, 2026, by and among MasterCraft, Marine Products, Titan Merger Sub 1, Inc., a Delaware corporation and a direct wholly owned subsidiary of MasterCraft, and Titan Merger Sub 2, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of MasterCraft (the “Merger Agreement”), providing for the acquisition of Marine Products by MasterCraft. A copy of the joint press release announcing the execution of the Merger Agreement is attached as Exhibit 99.2 to this Current Report and is incorporated herein by reference. In connection with the announcement of the Merger Agreement, MasterCraft issued an investor presentation containing supplemental information regarding the transactions, a copy of which is attached as Exhibit 99.3 to this Current Report and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits The following exhibits are being furnished as part of this report:

Exhibit No.

Description

99.1

Press Release dated February 5, 2026

99.2

Joint Press Release dated February 5, 2026

99.3

Investor Presentation dated February 5, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward Looking Statements

This Current Report on Form 8-K (this “Current Report”) 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 and comparable terminology or the negative thereof.

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:

8-K

0001638290false00016382902025-11-062025-11-06

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): November 06, 2025

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)

Registrant’s Telephone Number, Including Area Code: 423 884-2221

(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

The Nasdaq Stock Market

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 November 6, 2025, MasterCraft Boat Holdings, Inc. announced its financial results for its fiscal 2026 year ended September 28, 2025. 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 exhibits are being furnished as part of this report:

Exhibit No.

Description

99.1

Press Release dated November 6, 2025

104

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.

MASTERCRAFT BOAT HOLDINGS, INC.

Date:

November 6, 2025

By:

/s/ W. SCOTT KENT

W. Scott Kent Chief Financial Officer, Treasurer and Secretary