UNITED by WATER MARINEMAX Disclaimer Disclaimer Information contained in this presentation, other than historical information, should be considered forward-looking and subject to various risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected. Among the key factors that may have a direct bearing on the operating results, performance ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2019 Commission File Number 1-14173 MarineMax, Inc. (Exact Name of Registrant as Specified in Its Charter) Florida 59-3496957 (State of Incorporation) (I.R.S. Employer Identification No.) 2600 McCormick Drive Suite 200 Clearwater, Florida 33759 (727) 531-1700 (Address, including zip code, and telephone n ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2019. Commission File Number. 1-14173 MARINEMAX, INC. (Exact Name of Registrant as Specified in Its Charter) (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification Number) Florida 59-3496957 2600 McCormick Drive, Suite 200 Clearwater, Florida 33759 (Address of P ...

PART I. FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited condensed consolidated financial statements for Q1 and H1 2019 and 2018, including key financial statements and notes Condensed Consolidated Statements of Operations Highlights (Unaudited) | Metric | Three Months Ended March 31, 2019 (in millions, except per share data) | Three Months Ended March 31, 2018 (in millions, except per share data) | Six Months Ended March 31, 2019 (in millions, except per share data) | Six Months Ended March 31, 2018 (in millions, except per share data) | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | $303.6 | $270.6 | $545.5 | $507.5 | | **Gross Profit** | $74.2 | $69.3 | $137.7 | $128.5 | | **Income from Operations** | $10.2 | $10.6 | $19.2 | $19.6 | | **Net Income** | $5.3 | $6.2 | $10.2 | $10.4 | | **Diluted Net Income per Share** | $0.23 | $0.27 | $0.44 | $0.46 | Condensed Consolidated Balance Sheets Highlights (Unaudited) | Metric | March 31, 2019 (in millions) | September 30, 2018 (in millions) | | :--- | :--- | :--- | | **Total Current Assets** | $572.5 | $465.3 | | **Total Assets** | $749.0 | $640.5 | | **Total Current Liabilities** | $379.6 | $286.0 | | **Total Liabilities** | $380.5 | $287.4 | | **Total Shareholders' Equity** | $368.5 | $353.1 | Condensed Consolidated Statements of Cash Flows Highlights (Unaudited) | Metric | Six Months Ended March 31, 2019 (in millions) | Six Months Ended March 31, 2018 (in millions) | | :--- | :--- | :--- | | **Net cash used in operating activities** | $(62.2) | $(19.4) | | **Net cash used in investing activities** | $(7.5) | $(8.5) | | **Net cash provided by financing activities** | $84.5 | $43.0 | | **Net increase in cash and cash equivalents** | $14.8 | $15.2 | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Explains company background, accounting policies, and key financial items including revenue, inventory, credit, and stock compensation - MarineMax is the **largest recreational boat and yacht retailer** in the United States, operating through **64 retail locations** in **16 states** as of March 31, 2019[23](index=23&type=chunk) - Sales of new boats from Brunswick Corporation accounted for approximately **40% of the company's fiscal 2018 revenue**, with successful replacement of revenue from discontinued Sea Ray models[24](index=24&type=chunk)[25](index=25&type=chunk) - The company adopted the new revenue recognition standard (ASC 606) on October 1, 2018, using the modified retrospective approach, which resulted in a net after-tax cumulative effect adjustment to retained earnings of **$0.399 million**[38](index=38&type=chunk) - In October 2018, the credit facility borrowing limit increased to **$400.0 million**, with total short-term borrowings at **$297.5 million** and an interest rate of approximately **6.0%** as of March 31, 2019[53](index=53&type=chunk)[56](index=56&type=chunk) - As of March 31, 2019, approximately **$10.0 million** of total unrecognized compensation cost for non-vested restricted stock awards is expected to be recognized over a weighted average period of **2.3 years**[71](index=71&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=16&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 and H1 2019 financial performance, including revenue, margins, expenses, liquidity, and seasonality Three-Month Performance vs. Prior Year (Ended March 31) | Metric | Q2 2019 (in millions) | Q2 2018 (in millions) | Change | | :--- | :--- | :--- | :--- | | **Revenue** | $303.6 | $270.6 | +12.2% | | **Comparable-Store Sales** | - | - | +12.2% | | **Gross Profit** | $74.2 | $69.3 | +7.1% | | **Gross Margin** | 24.4% | 25.6% | -1.2 p.p. | Six-Month Performance vs. Prior Year (Ended March 31) | Metric | YTD 2019 (in millions) | YTD 2018 (in millions) | Change | | :--- | :--- | :--- | :--- | | **Revenue** | $545.5 | $507.5 | +7.5% | | **Comparable-Store Sales** | - | - | +6.7% | | **Gross Profit** | $137.7 | $128.5 | +7.1% | | **Gross Margin** | 25.2% | 25.3% | -0.1 p.p. | - The decrease in gross profit margin for the quarter was primarily due to increased **used boat sales**, which typically carry lower margins[101](index=101&type=chunk) - Selling, general, and administrative (SG&A) expenses increased due to recent **acquisitions**, **new store openings**, reestablishing the **British Virgin Islands' Charter business**, and expanded **marketing investments**[102](index=102&type=chunk)[108](index=108&type=chunk) - As of March 31, 2019, the company was in compliance with all covenants under its Amended Credit Facility, with approximately **$44.9 million** in additional available borrowings[112](index=112&type=chunk)[119](index=119&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=22&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Outlines company exposure to market risks, primarily interest rate risk and foreign currency exchange rate risk - A hypothetical **100 basis point (1%) increase** in the interest rate on the company's short-term debt would result in an approximate **$3.0 million increase** in annual pre-tax interest expense[123](index=123&type=chunk) - The company faces **foreign currency exchange rate risk** as U.S. dollar fluctuations can impact the retail price and competitiveness of boats purchased from European and Chinese manufacturers, with no current foreign currency hedging activities[125](index=125&type=chunk) [Controls and Procedures](index=23&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective as of March 31, 2019, with no material changes to internal controls - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective at the reasonable assurance level** as of the period end[127](index=127&type=chunk) - No material changes occurred in the company's internal control over financial reporting during the quarter ended March 31, 2019[128](index=128&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=24&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal actions, but does not expect a material adverse effect on its financials - The company is party to various legal actions but does not believe they will have a **material adverse effect** on its financial condition or operations[132](index=132&type=chunk) [Risk Factors](index=24&type=section&id=Item%201A.%20Risk%20Factors) No new or updated risk factors are reported for the quarter - The report states **"None,"** indicating no new or updated risk factors for the period[133](index=133&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=24&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds reported for the period - The report states **"None"**[134](index=134&type=chunk) [Defaults Upon Senior Securities](index=24&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities reported - The report states **"None"**[135](index=135&type=chunk) [Mine Safety Disclosures](index=24&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company's business - The report states **"Not applicable"**[136](index=136&type=chunk) [Other Information](index=24&type=section&id=Item%205.%20Other%20Information) No other information reported for the period - The report states **"None"**[137](index=137&type=chunk) [Exhibits](index=24&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with the 10-Q report, including bylaws, CEO/CFO certifications, and XBRL data files - Key exhibits filed with the report include **CEO and CFO certifications** (Exhibits 31.1, 31.2, 32.1, 32.2) and **XBRL interactive data files**[138](index=138&type=chunk)

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Q4 2018 unaudited financials show revenue and net income growth, seasonal inventory build, and cash flow usage, with ASC 606 adoption [Condensed Consolidated Statements of Operations](index=3&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q4 2018 operations show a 2.1% revenue increase to $241.9 million, 7.1% gross profit growth, and 16.6% net income rise to $4.9 million Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended Dec 31, 2017 | Three Months Ended Dec 31, 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | $236,921 | $241,937 | 2.1% | | Gross Profit | $59,249 | $63,478 | 7.1% | | Income from Operations | $9,003 | $8,986 | -0.2% | | Net Income | $4,212 | $4,910 | 16.6% | | Diluted Net Income per Share | $0.19 | $0.21 | 10.5% | [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of December 31, 2018, total assets grew to $695.7 million, driven by seasonal inventory increases and higher short-term borrowings Balance Sheet Highlights (in thousands) | Account | September 30, 2018 | December 31, 2018 | | :--- | :--- | :--- | | Cash and cash equivalents | $48,822 | $38,581 | | Inventories, net | $377,074 | $445,465 | | Total current assets | $465,291 | $520,661 | | Total assets | $640,538 | $695,694 | | Short-term borrowings | $212,949 | $270,715 | | Total liabilities | $287,446 | $334,256 | | Total shareholders' equity | $353,092 | $361,438 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q4 2018 cash flows show $65.1 million used in operations due to inventory, $3.0 million in investing, and $57.8 million provided by financing Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended Dec 31, 2017 | Three Months Ended Dec 31, 2018 | | :--- | :--- | :--- | | Net cash used in operating activities | $(56,184) | $(65,089) | | Net cash used in investing activities | $(2,477) | $(2,982) | | Net cash provided by financing activities | $52,275 | $57,830 | | **Net decrease in cash** | **$(6,386)** | **$(10,241)** | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail business operations, accounting policies including ASC 606 adoption, a $400 million financing facility, and the impact of new lease accounting standards - The company is the largest recreational boat and yacht retailer in the United States, operating through 63 retail locations in 16 states as of December 31, 2018[23](index=23&type=chunk) - Sales of new boats from Brunswick Corporation accounted for approximately **40% of revenue in fiscal 2018**. Brunswick's decision to discontinue Sea Ray sport yacht and yacht models, which represented about **10% of MarineMax's fiscal 2018 revenue**, is a notable development[24](index=24&type=chunk)[25](index=25&type=chunk) - The company adopted the new revenue recognition standard (ASC 606) on October 1, 2018, using the modified retrospective approach, which resulted in a net after-tax cumulative effect adjustment to retained earnings of **$399,000**[38](index=38&type=chunk) - In October 2018, the company amended its credit facility, increasing the financing commitment to **$400 million** and extending the maturity to October 2021. The interest rate is set at one-month LIBOR plus **345 basis points**[52](index=52&type=chunk)[53](index=53&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=16&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q4 2018 revenue growth, improved gross margin, increased SG&A, and liquidity management via its $400 million credit facility [Consolidated Results of Operations](index=20&type=section&id=Consolidated%20Results%20of%20Operations) Q4 2018 revenue grew 2.1% with 0.5% comparable-store sales, gross margin expanded to 26.2%, SG&A increased, and the effective tax rate decreased to 24.1% Q1 FY2019 vs Q1 FY2018 Performance | Metric | Q1 2018 (ended Dec 31, 2017) | Q1 2019 (ended Dec 31, 2018) | Change | | :--- | :--- | :--- | :--- | | Revenue | $236.9M | $241.9M | +2.1% | | Comparable-Store Sales | N/A | N/A | +0.5% | | Gross Profit | $59.2M | $63.5M | +7.3% | | Gross Margin | 25.0% | 26.2% | +120 bps | | SG&A Expense | $50.2M | $54.5M | +8.6% | | Effective Tax Rate | 34.8% | 24.1% | -10.7 pps | [Liquidity and Capital Resources](index=20&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity is managed via an amended **$400 million** credit facility, funding working capital and growth, with **$60.1 million** available and covenant compliance - The company amended and restated its Inventory Financing Agreement in October 2018, increasing the floor plan financing commitment to **$400.0 million** from **$350.0 million** and extending the maturity date to October 2021[52](index=52&type=chunk)[108](index=108&type=chunk) - As of December 31, 2018, the company had **$270.7 million** in short-term borrowings and an additional **$60.1 million** available under its credit facility[55](index=55&type=chunk)[111](index=111&type=chunk) - Financial covenants require the leverage ratio not to exceed **2.75 to 1.0** and the current ratio to be greater than **1.2 to 1.0**. The company was in compliance with all covenants as of December 31, 2018[53](index=53&type=chunk)[105](index=105&type=chunk)[109](index=109&type=chunk) [Impact of Seasonality and Weather on Operations](index=22&type=section&id=Impact%20of%20Seasonality%20and%20Weather%20on%20Operations) The highly seasonal recreational boating industry leads to lower sales and higher inventory in Q4 and Q1, with adverse weather impacting operations - The business is highly seasonal, with significantly lower sales and higher inventories in the quarters ending December 31 and March 31, outside of Florida[113](index=113&type=chunk) - Adverse weather, including hurricanes, prolonged winter conditions, or droughts, can curtail customer demand and negatively affect results of operations[114](index=114&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=22&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks from variable interest rates, with a 100 bps increase impacting pre-tax interest by **$2.7 million**, and foreign currency fluctuations - A hypothetical **100 basis point** increase in the interest rate on the company's short-term debt would result in an estimated annual increase of **$2.7 million** in pre-tax interest expense[115](index=115&type=chunk) - The company faces foreign currency exchange rate risk on products purchased from European and Chinese manufacturers, which are transacted in U.S. dollars. Fluctuations can impact retail pricing and profitability. No hedging transactions are currently in place[116](index=116&type=chunk) [Item 4. Controls and Procedures](index=22&type=section&id=Item%204.%20Controls%20and%20Procedures) CEO and CFO concluded disclosure controls were effective, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that as of the end of the period covered by the report, the company's disclosure controls and procedures were effective at the reasonable assurance level[118](index=118&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended December 31, 2018, that materially affected, or were reasonably likely to materially affect, internal controls[119](index=119&type=chunk) [PART II. OTHER INFORMATION](index=24&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=24&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course legal actions, which management does not expect to have a material adverse effect on financials - The company is party to various legal actions arising in the ordinary course of business but does not expect them to have a material adverse effect on its financial condition or results[124](index=124&type=chunk) [Item 1A. Risk Factors](index=24&type=section&id=Item%201A.%20Risk%20Factors) A prolonged U.S. government shutdown is identified as a risk factor, potentially impacting customer income, financial markets, and marine industry support - A prolonged government shutdown is identified as a risk factor that could adversely affect business by impacting customer discretionary income, financial markets, and government agency support for the marine industry[125](index=125&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=24&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q4 2018, the company repurchased **13,503 shares** at **$16.89** per share, with **329,382 shares** remaining under the repurchase program Share Repurchase Activity (Q1 FY2019) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | Oct 2018 | - | - | | Nov 2018 | - | - | | Dec 2018 | 13,503 | $16.89 | | **Total** | **13,503** | **$16.89** | - As of December 31, 2018, **329,382 shares** were still available to be purchased under the existing share repurchase program[127](index=127&type=chunk) [Item 6. Exhibits](index=25&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including corporate governance documents, the amended financing agreement, and CEO/CFO certifications