Attached files
file | filename |
---|---|
EX-99.4 - EX-99.4 - MasterCraft Boat Holdings, Inc. | a17-25000_1ex99d4.htm |
EX-99.3 - EX-99.3 - MasterCraft Boat Holdings, Inc. | a17-25000_1ex99d3.htm |
EX-99.1 - EX-99.1 - MasterCraft Boat Holdings, Inc. | a17-25000_1ex99d1.htm |
EX-23.1 - EX-23.1 - MasterCraft Boat Holdings, Inc. | a17-25000_1ex23d1.htm |
8-K/A - 8-K/A - MasterCraft Boat Holdings, Inc. | a17-25000_18ka.htm |
FINANCIAL STATEMENTS
NAUTIC STAR, LLC & SUBSIDIARY
Amory, Mississippi
Years Ended December 31, 2015 and 2014
Franks, Franks, Jarrell & Wilemon, P.A.
Certified Public Accountants
NAUTIC STAR, LLC & SUBSIDIARY
TABLE OF CONTENTS
INDEPENDENT AUDITORS REPORT |
2 |
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FINANCIAL STATEMENTS: |
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Consolidated Balance Sheets |
4 |
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Consolidated Statements of Income & Members Equity |
5 |
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Consolidated Statements of Cash Flows |
6 |
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Consolidated Notes to the Financial Statements |
7 |
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SUPPLEMENTAL INFORMATION: |
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Consolidated Schedule of Selling, General, and Administrative Expenses |
11 |
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Consolidating Balance Sheets |
12 |
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Consolidating Statements of Income & Members Equity |
13 |
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Consolidating Statements of Cash Flows |
14 |
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Consolidating Schedules of Selling, General, and Administrative Expenses |
15 |
P.O. Box 731 Tupelo, MS 38802 (662) 844-5226 |
Partners Gary Franks, CPA Greg Jarrell, CPA Bryon Wilemon, CPA Jonathan Hagood, CPA Rudolph Franks, CPA (emeritus) | |
P.O. Box 355 Fulton, MS 38843 (662) 862-4967 |
INDEPENDENT AUDITORS REPORT
To the Board of Directors and Partners of
Nautic Star, LLC. & Subsidiary
Amory, Mississippi
We have audited the accompanying consolidated financial statements of Nautic Star, LLC., (a Mississippi Limited Liability Company) and subsidiary, which comprise the consolidated balance sheets as of December 31, 2015 and 2014. and the related consolidated statements of income and members equity, and cash flows for the years then ended, and the related notes to the financial statements.
Managements Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entitys preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Nautic Star, LLC., and subsidiary as of December 31, 2015 and 2014, and the results of their operations and their cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.
Report on Consolidating and Supplementary Information
Our audits were conducted for the purpose of forming an opinion on the consolidated financial statements as a whole. The consolidating information on pages 12-15 are presented for purposes of additional analysis of the consolidated financial statements rather than to present the financial position, results of operations, and cash flows of the individual companies, and it is not a required part of the consolidated financial statements. The supplementary schedule on page 11 is presented for purposes of additional analysis and is not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the consolidated financial statements. The consolidating information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consolidated financial statements or to the consolidated financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the consolidating information is fairly stated in all material respects in relation to the consolidated financial statements as a whole.
/s/ Franks, Franks, Jarrell & Wilemon, P.A. |
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Franks, Franks, Jarrell & Wilemon, P.A. |
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Fulton, Mississippi |
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September 19, 2017 |
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NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
December 31, 2015 and 2014
|
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2015 |
|
2014 |
| ||
ASSETS |
|
|
|
|
| ||
|
|
|
|
|
| ||
CURRENT ASSETS |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
4,703,205 |
|
$ |
3,617,139 |
|
Accounts receivable - net |
|
237,539 |
|
131,185 |
| ||
Other receivables |
|
61,773 |
|
|
| ||
Inventories |
|
3,348,965 |
|
3,637,735 |
| ||
Prepaid expenses |
|
158,746 |
|
164,558 |
| ||
|
|
|
|
|
| ||
Total current assets |
|
8,510,228 |
|
7,550,617 |
| ||
|
|
|
|
|
| ||
PROPERTY, PLANT, AND EQUIPMENT |
|
5,940,706 |
|
4,809,540 |
| ||
Less: Accumulated depreciation |
|
(2,809,069 |
) |
(2,416,416 |
) | ||
|
|
|
|
|
| ||
Total property, plant & equipment |
|
3,131,637 |
|
2,393,124 |
| ||
|
|
|
|
|
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OTHER ASSETS |
|
|
|
|
| ||
Bond issuance costs, net of accum. amort. of $10,038 and $9,235 |
|
2,007 |
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2,810 |
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Refundable deposits |
|
1,111 |
|
1,111 |
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Investment in association |
|
5,000 |
|
5,000 |
| ||
|
|
|
|
|
| ||
Total other assets |
|
8,118 |
|
8,921 |
| ||
|
|
|
|
|
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TOTAL ASSETS |
|
$ |
11,649,983 |
|
$ |
9,952,662 |
|
|
|
|
|
|
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LIABILITIES AND MEMBERS EQUITY |
|
|
|
|
| ||
|
|
|
|
|
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CURRENT LIABILITIES |
|
|
|
|
| ||
Accounts payable - trade |
|
$ |
1,115,612 |
|
$ |
1,571,949 |
|
Accrued warranty reserve |
|
1,722,783 |
|
1,453,650 |
| ||
Other accrued expenses |
|
518,935 |
|
297,926 |
| ||
|
|
|
|
|
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Total current liabilities |
|
3,357,330 |
|
3,323,525 |
| ||
|
|
|
|
|
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MEMBERS EQUITY |
|
8,292,653 |
|
6,629,137 |
| ||
|
|
|
|
|
| ||
TOTAL LIABILITIES AND MEMBERS EQUITY |
|
$ |
11,649,983 |
|
$ |
9,952,662 |
|
See accompanying notes to the consolidated financial statements.
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME AND MEMBERS EQUITY
For the Years Ended December 31, 2015 and 2014
|
|
2015 |
|
2014 |
| ||
REVENUE |
|
|
|
|
| ||
|
|
|
|
|
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Net sales |
|
$ |
56,523,508 |
|
$ |
45,054,763 |
|
|
|
|
|
|
| ||
Less: Cost of sales |
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46,975,616 |
|
37,492,612 |
| ||
|
|
|
|
|
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GROSS PROFIT |
|
9,547,892 |
|
7,562,151 |
| ||
|
|
|
|
|
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Less: Selling, general and administrative expenses |
|
3,701,152 |
|
2,932,723 |
| ||
|
|
|
|
|
| ||
INCOME FROM OPERATIONS |
|
5,846,740 |
|
4,629,428 |
| ||
|
|
|
|
|
| ||
OTHER (INCOME)/EXPENSES |
|
|
|
|
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Lease income |
|
|
|
5,352 |
| ||
Other income (expenses) |
|
10,069 |
|
57,965 |
| ||
Gain (Loss) on disposal of assets |
|
|
|
48,464 |
| ||
|
|
|
|
|
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Total other income (expenses) |
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10,069 |
|
111,781 |
| ||
|
|
|
|
|
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NET INCOME |
|
5,856,809 |
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4,741,209 |
| ||
|
|
|
|
|
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Members equity at beginning of year |
|
6,629,137 |
|
6,146,671 |
| ||
|
|
|
|
|
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Member distributions |
|
(4,193,293 |
) |
(4,258,743 |
) | ||
|
|
|
|
|
| ||
Members equity at end of year |
|
$ |
8,292,653 |
|
$ |
6,629,137 |
|
See accompanying notes to the consolidated financial statements.
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2015 and 2014
|
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2015 |
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2014 |
| ||
|
|
|
|
|
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CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
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Net income |
|
$ |
5,856,809 |
|
$ |
4,741,209 |
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
|
|
|
|
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Depreciation and Amortization |
|
393,456 |
|
301,168 |
| ||
(Gain)Loss from sale of assets |
|
|
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(48,464 |
) | ||
(Increase) decrease in: |
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|
|
|
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Accounts receivable |
|
(106,354 |
) |
(2,466 |
) | ||
Other receivable |
|
(61,773 |
) |
|
| ||
Inventories |
|
288,770 |
|
5,004 |
| ||
Prepaid expenses |
|
5,812 |
|
(4,839 |
) | ||
Increase (decrease) in: |
|
|
|
|
| ||
Accounts payable |
|
(456,337 |
) |
348,644 |
| ||
Accrued expenses |
|
490,144 |
|
131,463 |
| ||
Refundable deposits |
|
|
|
599 |
| ||
Deferred lease income |
|
|
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(1,319 |
) | ||
|
|
|
|
|
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Net cash provided by (used in) operating activities |
|
6,410,527 |
|
5,470,999 |
| ||
|
|
|
|
|
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CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
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Proceeds from sale of assets |
|
|
|
136,300 |
| ||
Purchases of interests in associated companies |
|
|
|
(5,000 |
) | ||
Purchases of property, plant and equipment |
|
(1,131,168 |
) |
(990,900 |
) | ||
|
|
|
|
|
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Net cash provided by (used in) investing activities |
|
(1,131,168 |
) |
(859,600 |
) | ||
|
|
|
|
|
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CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
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Distributions to members |
|
(4,193,293 |
) |
(4,258,743 |
) | ||
|
|
|
|
|
| ||
Net cash provided by (used in) financing activities |
|
(4,193,293 |
) |
(4,258,743 |
) | ||
|
|
|
|
|
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INCREASE (DECREASE) IN CASH |
|
1,086,066 |
|
352,656 |
| ||
|
|
|
|
|
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CASH AT BEGINNING OF YEAR |
|
3,617,139 |
|
3,264,483 |
| ||
|
|
|
|
|
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CASH AT END OF YEAR |
|
$ |
4,703,205 |
|
$ |
3,617,139 |
|
|
|
|
|
|
| ||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: |
|
|
|
|
| ||
Cash paid during the year for: |
|
|
|
|
| ||
Interest |
|
$ |
|
|
$ |
913 |
|
See accompanying notes to the consolidated financial statements.
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED NOTES TO FINANCIAL STATEMENTS
December 31, 2015 and 2014
NOTE 1 - SUMMARY OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES
Operations Nautic Star, LLC. (The Company) is engaged primarily in the manufacture, distribution and sale of recreational boats, engines and parts. The Company sells its products to retail dealers throughout the United States.
Basis of Consolidation The consolidated financial statements include the accounts Navigator Marine, LLC., a wholly owned subsidiary. All significant intercompany accounts and transactions have been eliminated in consolidation.
Revenue Recognition - The Companys revenue is derived primarily from the sale of boats, marine parts and accessories. Revenue is recognized in accordance with the terms of the sale, primarily upon shipment to customers, once the sales price is determinable and collectability is reasonably assured.
Dealer Incentives - The Company offers discounts and sales incentives that include retail promotions, rebates, and floor plan reimbursement costs that are recorded as reductions of revenues in net sales in the consolidated statements of operations. Dealer rebates and sales promotion incentives for the years ended December 31, 2015 and 2014 totaled $360,102 and $254,107, respectively.
Floor Plan Reimbursement Costs - The Company participates in various programs whereby it agrees to reimburse its dealers certain floor plan interest costs incurred by such dealers. Such costs are included as a reduction in net sales in the consolidated statements of operations and for the year ended December 31, 2015 and 2014 totaled $57,785 and 28,256, respectively.
Cash and Cash Equivalents - The Company considers all highly liquid investments with a maturity of three months or less, when purchased, to be cash equivalent.
Receivables The Company carries its accounts receivable at cost less an allowance for doubtful accounts. On a periodic basis, the Company evaluates its accounts receivable and establishes an allowance for doubtful accounts, based on a history of past write-offs and collections and current credit conditions. The Companys policy is not to accrue interest on accounts receivable. Accounts are written off as uncollectible at the time management determines that collection is unlikely. As of December 31, 2015 or 2014 the allowance account had a balance of $0 and $0, respectively.
Inventories - Inventories are stated at the lower of cost (determined on a first-in, first-out basis) or market and include material, labor and factory overhead. Inventories were as follows at year end:
|
|
2015 |
|
2014 |
| ||
Raw materials and supplies |
|
$ |
1,479,550 |
|
$ |
1,371,402 |
|
Work in process - boats |
|
683,467 |
|
603,080 |
| ||
Finished goods - boats |
|
132,591 |
|
120,609 |
| ||
Engines |
|
843,747 |
|
1,416,853 |
| ||
Finished goods - trailers |
|
15,461 |
|
32,502 |
| ||
In-Transit Inventory |
|
194,149 |
|
93,289 |
| ||
|
|
|
|
|
| ||
Total |
|
$ |
3,348,965 |
|
$ |
3,637,735 |
|
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED NOTES TO FINANCIAL STATEMENTS
December 31, 2015 and 2014
NOTE 1 - SUMMARY OF OPERATIONS AND SIGNIFICANT ACCOUNTING POLICIES - continued
Property. Plant and Equipment - Property, Plant and Equipment is stated at cost. Property, plant and equipment is depreciated over the estimated useful lives of the related assets using primarily the straight-line method. Depreciation expense for the years ended December 31, 2015 and 2014 was $393,456 and $301,168, respectively. Total fixed assets at December 31, 2015 and 2014 were as follows:
|
|
2015 |
|
2014 |
| ||
Buildings |
|
$ |
1,454,523 |
|
$ |
1,368,594 |
|
Building improvements |
|
904,093 |
|
325,969 |
| ||
Autos and trucks |
|
105,388 |
|
105,388 |
| ||
Fixtures and equipment |
|
945,995 |
|
777,362 |
| ||
Molds |
|
2,530,707 |
|
2,232,227 |
| ||
|
|
|
|
|
| ||
Total |
|
$ |
5,940,706 |
|
$ |
4,809,540 |
|
Maintenance, repairs, and renewals, which neither materially add to the value of the property nor appreciably prolong its life are charged to expense as incurred. Gains and losses on dispositions of property and equipment are included in income.
Investments in Associations The Company owns 100 shares in a material purchasing association. The investment in this association is recorded at cost.
Income Taxes Nautic Star, LLC is treated as a partnership for income tax purposes and as such, each member is taxed separately on their distributive share of the Companys income whether or not that income is actually distributed. Navigator Marine, LLC is considered a disregarded entity for income tax purposes and its net activity will be reported on Nautic Star, LLCs income tax returns.
Reserve for Warranty Obligations - The Company offers warranties on the sale of certain products for a period of up to 10 years and records an accrual for the estimated future claims. Such accruals are based upon historical experience and managements estimates of the level of future claims, and are subject to adjustment as actual claims are determined or as changes in the obligations become reasonably estimable. At December 31, 2015 and 2014, reserves in the amount of $1,722,783 and $1,453,650 have been established, respectively.
Freight Costs - The Company includes freight costs in costs of goods sold. Total freight and shipping costs included in costs of goods sold for the years ended December 31, 2015 and 2014 was $1,557,885 and $1,264,317, respectively.
Advertising Costs - The Company expenses all advertising costs in the period in which they are incurred. Advertising expense was $11,292 and $135,283 for the years ended December 31, 2015 and 2014, respectively,
Subsequent Events - Management has evaluated subsequent events through September 19, 2017, the date on which the financial statements were available to be issued.
NOTE 2 - PENSION PLAN
The Company has established a 401(k) plan. All employees over the age of 18 and with six months of service are eligible to participate. The Company may make discretionary payments as well as discretionary matching of employees contributions. Employees may elect to defer amounts according to the maximum allowed under Federal guidelines. For the years ended December 31, 2015 and 2014, discretionary matching contributions were $29,101 and $30,421, respectively.
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED NOTES TO FINANCIAL STATEMENTS
December 31, 2015 and 2014
NOTE 3 - CONCENTRATION OF CREDIT RISK
The Company maintains deposits that at times excess of federally insured limits. The risk associated with these uninsured funds is managed by maintaining all deposits in high quality financial institutions. At December 31, 2015 and 2014, deposits in excess of federally insured limits totaled $4,751,151 and $3,477,475, respectively.
The Company extends credit to its customers, a significant portion of which are in the recreational boat industry throughout the United States.
NOTE 4- USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
The most significant estimates relate to reserved warranty obligations (Note 1 and Note 9) and repurchase commitments (Note 8). These estimates may be adjusted as more current information becomes available, and any adjustment could be significant.
NOTE 5 - FAIR VALUES OF FINANCIAL INSTRUMENTS
The Fair Value Measurements and Disclosures Topic of the FASB Accounting Standards Codification (FASB ASC 825-10), requires disclosures about the fair value for all financial instruments, whether or not recognized, for financial statement purposes. Disclosures about fair value of financial instruments are based on pertinent information available to management as of December 31, 2015 and 2014. Accordingly, the estimates presented in these statements are not necessarily indicative of the amounts that could be realized on the financial instruments.
Management has estimated the fair values of cash, receivables, accounts payable, accrued expenses and short-term borrowings to be approximately their respective carrying values reported on these statements because of their short maturities.
NOTE 6 ACCOUNTS RECEIVABLE
Accounts receivable at December 31, 2015 and 2014 consisted of the following:
|
|
2015 |
|
2014 |
| ||
Trade accounts receivable |
|
$ |
226,142 |
|
$ |
122,266 |
|
Accounts receivable-other |
|
61,773 |
|
0 |
| ||
Due from employees |
|
11,397 |
|
8,919 |
| ||
|
|
299,312 |
|
131,185 |
| ||
Less: Receivable from consolidated entity |
|
0 |
|
0 |
| ||
Less: Allowance for doubtful accounts |
|
0 |
|
0 |
| ||
|
|
|
|
|
| ||
Total |
|
$ |
299,312 |
|
$ |
131,185 |
|
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED NOTES TO FINANCIAL STATEMENTS
December 31, 2015 and 2014
NOTE 7 CONCENTRATIONS
Total sales for the years ended December 31, 2015 and 2014 included sales to one major customer that accounted for 15% and 13% of the total consolidated net sales, respectively. This customer accounted for 0% and 0% of the consolidated net accounts receivable at December 31, 2015 and 2014, respectively.
NOTE 8 - COMMITMENTS AND CONTINGENCIES
The Company is party to floor plan repurchase agreements with several financial institutions. These agreements call for the repurchase of unsold inventory by the Company under certain circumstances outlined in the agreements. In the event that repurchase is deemed necessary, the new, unsold merchandise would be purchased by the Company for the amount due to the financial institutions. Normally, the amount due to the financial institutions would be the principal balance outstanding reduced by offsets for damages or misuse. The Company would then reacquire the merchandise and sell the merchandise through its normal distribution channels. The reserve for losses on potential repurchase commitments was $0 and $0 for the years ended December 31, 2015 and 2014, respectively.
NOTE 9 WARRANTY RESERVE
The following summarizes the changes in the Companys aggregate liability under product warranties:
|
|
2015 |
|
2014 |
| ||
|
|
|
|
|
| ||
Balance at beginning of period |
|
$ |
1,453,650 |
|
$ |
1,293,208 |
|
Warranties accrued during the year |
|
613,724 |
|
449,332 |
| ||
Settlements made during the period |
|
(344,591 |
) |
(288,890 |
) | ||
Changes in adjustments, including expirations |
|
0 |
|
0 |
| ||
|
|
|
|
|
| ||
Balance at end of period |
|
$ |
1,722,783 |
|
$ |
1,453,650 |
|
NOTE 10 RELATED PARTY TRANSACTIONS
The Company utilizes the services of Star Printing, Inc., whose sole shareholder is a 40% equity member of the Company.
Related party balances at December 31, 2015 and 2014 are as follows:
|
|
2015 |
|
2014 |
| ||
|
|
|
|
|
| ||
Services and equipment purchased |
|
$ |
148,689 |
|
$ |
128,160 |
|
Accounts payable |
|
$ |
0 |
|
$ |
0 |
|
SUPPLEMENTAL SCHEDULES
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATED SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
For the Years Ended December 31, 2015 and 2014
|
|
2015 |
|
2014 |
| ||
Accounting & legal |
|
$ |
100,969 |
|
$ |
81,363 |
|
Advertising and promotional |
|
11,292 |
|
135,283 |
| ||
Automobile |
|
34,333 |
|
33,813 |
| ||
Bank charges |
|
371 |
|
86 |
| ||
Computer support |
|
59,619 |
|
26,333 |
| ||
Consulting |
|
700 |
|
|
| ||
Contributions |
|
395 |
|
4,046 |
| ||
Depreciation |
|
7,528 |
|
34,336 |
| ||
Dues & subscriptions |
|
49,573 |
|
35,193 |
| ||
Employee relations |
|
79,578 |
|
51,497 |
| ||
Insurance - other |
|
150,048 |
|
103,049 |
| ||
Interest |
|
|
|
913 |
| ||
Meals & entertainment |
|
9,645 |
|
6,290 |
| ||
Miscellaneous |
|
7,366 |
|
4,909 |
| ||
Office supplies |
|
66,287 |
|
48,094 |
| ||
Payroll taxes |
|
77,655 |
|
60,630 |
| ||
Pension plan expense |
|
9,850 |
|
11,714 |
| ||
Postage |
|
4,344 |
|
3,684 |
| ||
Research and development |
|
204,635 |
|
166,680 |
| ||
Rent - equipment |
|
8,615 |
|
5,871 |
| ||
Repairs and maintenance |
|
264,775 |
|
166,468 |
| ||
Safety & security |
|
35,128 |
|
12,355 |
| ||
Salaries - office & management |
|
1,117,567 |
|
842,714 |
| ||
Sales commissions |
|
1,180,159 |
|
971,571 |
| ||
Taxes & licenses |
|
163,193 |
|
81,931 |
| ||
Telephone |
|
15,616 |
|
9,840 |
| ||
Travel |
|
24,175 |
|
22,255 |
| ||
Uniforms |
|
17,736 |
|
11,805 |
| ||
|
|
|
|
|
| ||
Total |
|
$ |
3,701,152 |
|
$ |
2,932,723 |
|
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATING BALANCE SHEETS
December 31, 2015 and 2014
|
|
2015 |
|
2014 |
| ||||||||||||||||||||
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
| ||||||||
|
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
| ||||||||
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CURRENT ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Cash and cash equivalents |
|
$ |
4,702,153 |
|
$ |
1,052 |
|
$ |
|
|
$ |
4,703,205 |
|
$ |
3,406,087 |
|
$ |
211,052 |
|
$ |
|
|
$ |
3,617,139 |
|
Accounts receivable - net |
|
237,539 |
|
|
|
|
|
237,539 |
|
131,185 |
|
|
|
|
|
131,185 |
| ||||||||
Other receivables |
|
61,773 |
|
|
|
|
|
61,773 |
|
|
|
|
|
|
|
|
| ||||||||
Inventories |
|
3,348,965 |
|
|
|
|
|
3,348,965 |
|
3,637,735 |
|
|
|
|
|
3,637,735 |
| ||||||||
Prepaid expenses |
|
158,746 |
|
|
|
|
|
158,746 |
|
164,558 |
|
|
|
|
|
164,558 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total current assets |
|
8,509,176 |
|
1,052 |
|
|
|
8,510,228 |
|
7,339,565 |
|
211,052 |
|
|
|
7,550,617 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
PROPERTY, PLANT, AND EQUIPMENT |
|
5,940,706 |
|
|
|
|
|
5,940,706 |
|
4,809,540 |
|
|
|
|
|
4,809,540 |
| ||||||||
Less: Accumulated depreciation |
|
(2,809,069 |
) |
|
|
|
|
(2,809,069 |
) |
(2,416,416 |
) |
|
|
|
|
(2,416,416 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total property, plant & equipment |
|
3,131,637 |
|
|
|
|
|
3,131,637 |
|
2,393,124 |
|
|
|
|
|
2,393,124 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
OTHER ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Bond issuance costs, net of accum. amort. of $10,038 and $9,235 |
|
2,007 |
|
|
|
|
|
2,007 |
|
2,810 |
|
|
|
|
|
2,810 |
| ||||||||
Refundable deposits |
|
1,111 |
|
|
|
|
|
1,111 |
|
1,111 |
|
|
|
|
|
1,111 |
| ||||||||
Investment in association |
|
5,000 |
|
|
|
|
|
5,000 |
|
5,000 |
|
|
|
|
|
5,000 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total other assets |
|
8,118 |
|
|
|
|
|
8,118 |
|
8,921 |
|
|
|
|
|
8,921 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
TOTAL ASSETS |
|
$ |
11,648,931 |
|
$ |
1,052 |
|
$ |
|
|
$ |
11,649,983 |
|
$ |
9,741,610 |
|
$ |
211,052 |
|
$ |
|
|
$ |
9,952,662 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
LIABILITIES AND MEMBERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CURRENT LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Accounts payable - trade |
|
$ |
1,115,612 |
|
$ |
|
|
$ |
|
|
$ |
1,115,612 |
|
$ |
1,571,949 |
|
$ |
|
|
$ |
|
|
$ |
1,571,949 |
|
Accrued warranty reserve |
|
1,722,783 |
|
|
|
|
|
1,722,783 |
|
1,453,650 |
|
|
|
|
|
1,453,650 |
| ||||||||
Other accrued expenses |
|
518,935 |
|
|
|
|
|
518,935 |
|
297,926 |
|
|
|
|
|
297,926 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total current liabilities |
|
3,357,330 |
|
|
|
|
|
3,357,330 |
|
3,323,525 |
|
|
|
|
|
3,323,525 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
MEMBERS EQUITY |
|
8,291,601 |
|
1,052 |
|
|
|
8,292,653 |
|
6,418,085 |
|
211,052 |
|
|
|
6,629,137 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
TOTAL LIABILITIES AND MEMBERS EQUITY |
|
$ |
11,648,931 |
|
$ |
1,052 |
|
$ |
|
|
$ |
11,649,983 |
|
$ |
9,741,610 |
|
$ |
211,052 |
|
$ |
|
|
$ |
9,952,662 |
|
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATING STATEMENTS OF INCOME AND MEMBERS EQUITY
For the Years Ended December 31, 2015 and 2014
|
|
2015 |
|
2014 |
| ||||||||||||||||||||
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
| ||||||||
|
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
| ||||||||
REVENUE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Net sales |
|
$ |
56,523,508 |
|
$ |
|
|
$ |
|
|
$ |
56,523,508 |
|
$ |
45,054,763 |
|
$ |
|
|
$ |
|
|
$ |
45,054,763 |
|
Less: Cost of sales |
|
46,975,616 |
|
|
|
|
|
46,975,616 |
|
37,492,612 |
|
|
|
|
|
37,492,612 |
| ||||||||
GROSS PROFIT |
|
9,547,892 |
|
|
|
|
|
9,547,892 |
|
7,562,151 |
|
|
|
|
|
7,562,151 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Less: Selling, general and administrative expenses |
|
3,701,152 |
|
|
|
|
|
3,701,152 |
|
2,909,030 |
|
35,387 |
|
(11,694 |
) |
2,932,723 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
INCOME FROM OPERATIONS |
|
5,846,740 |
|
|
|
|
|
5,846,740 |
|
4,653,121 |
|
(35,387 |
) |
11,694 |
|
4,629,428 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Lease income |
|
|
|
|
|
|
|
|
|
|
|
5,352 |
|
|
|
5,352 |
| ||||||||
Other income (expenses) |
|
10,069 |
|
|
|
|
|
10,069 |
|
57,965 |
|
|
|
|
|
57,965 |
| ||||||||
Gain (Loss) on disposal of assets |
|
|
|
|
|
|
|
|
|
|
|
9,042 |
|
39,422 |
|
48,464 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Total other income (expenses) |
|
10,069 |
|
|
|
|
|
10,069 |
|
57,965 |
|
14,394 |
|
39,422 |
|
111,781 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
NET INCOME |
|
5,856,809 |
|
|
|
|
|
5,856,809 |
|
4,711,086 |
|
(20,993 |
) |
51,116 |
|
4,741,209 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Members equity at beginning of year |
|
6,418,085 |
|
211,052 |
|
|
|
6,629,137 |
|
5,965,742 |
|
232,045 |
|
(51,116 |
) |
6,146,671 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Capital Contributions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Member distributions |
|
(3,983,293 |
) |
(210,000 |
) |
|
|
(4,193,293 |
) |
(4,258,743 |
) |
|
|
|
|
(4,258,743 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Members equity at end of year |
|
$ |
8,291,601 |
|
$ |
1,052 |
|
$ |
|
|
$ |
8,292,653 |
|
$ |
6,418,085 |
|
$ |
211,052 |
|
$ |
|
|
$ |
6,629,137 |
|
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATING STATEMENTS OF CASH FLOWS
For the Years Ended December 31,2015 and 2014
|
|
2015 |
|
2014 |
| ||||||||||||||||||||
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
| ||||||||
|
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
| ||||||||
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Net income |
|
$ |
5,856,809 |
|
$ |
|
|
$ |
|
|
$ |
5,856,809 |
|
$ |
4,711,086 |
|
$ |
(20,993 |
) |
$ |
51,116 |
|
$ |
4,741,209 |
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Depreciation and Amortization |
|
393,456 |
|
|
|
|
|
393,456 |
|
274,836 |
|
38,026 |
|
(11,694 |
) |
301,168 |
| ||||||||
(Gain) loss from sale of assets |
|
|
|
|
|
|
|
|
|
|
|
(9,042 |
) |
(39,422 |
) |
(48,464 |
) | ||||||||
(Increase) decrease in: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Accounts receivable |
|
(106,354 |
) |
|
|
|
|
(106,354 |
) |
(3,535 |
) |
1,069 |
|
|
|
(2,466 |
) | ||||||||
Other receivable |
|
(61,773 |
) |
|
|
|
|
(61,773 |
) |
|
|
|
|
|
|
|
| ||||||||
Inventories |
|
288,770 |
|
|
|
|
|
288,770 |
|
5,004 |
|
|
|
|
|
5,004 |
| ||||||||
Prepaid expenses |
|
5,812 |
|
|
|
|
|
5,812 |
|
(4,839 |
) |
|
|
|
|
(4,839 |
) | ||||||||
Increase (decrease) in: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Accounts payable |
|
(456,337 |
) |
|
|
|
|
(456,337 |
) |
349,144 |
|
(500 |
) |
|
|
348,644 |
| ||||||||
Accrued expenses |
|
490,144 |
|
|
|
|
|
490,144 |
|
135,063 |
|
(3,600 |
) |
|
|
131,463 |
| ||||||||
Refundable deposits |
|
|
|
|
|
|
|
|
|
599 |
|
|
|
|
|
599 |
| ||||||||
Deferred lease income |
|
|
|
|
|
|
|
|
|
|
|
(1,319 |
) |
|
|
(1,319 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Net cash provided by (used in) operating activities |
|
6,410,527 |
|
|
|
|
|
6,410,527 |
|
5,467,358 |
|
3,641 |
|
|
|
5,470,999 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Proceeds from sale of assets |
|
|
|
|
|
|
|
|
|
|
|
136,300 |
|
|
|
136,300 |
| ||||||||
Purchases of interests in associated companies |
|
|
|
|
|
|
|
|
|
(5,000 |
) |
|
|
|
|
(5,000 |
) | ||||||||
Purchases of property, plant and equipment |
|
(1,131,168 |
) |
|
|
|
|
(1,131,168 |
) |
(990,900 |
) |
|
|
|
|
(990,900 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Net cash provided by (used in) investing activities |
|
(1,131,168 |
) |
|
|
|
|
(1,131,168 |
) |
(995,900 |
) |
136,300 |
|
|
|
(859,600 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Distributions to members |
|
(3,983,293 |
) |
(210,000 |
) |
|
|
(4,193,293 |
) |
(4,258,743 |
) |
|
|
|
|
(4,258,743 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Net cash provided by (used in) financing activities |
|
(3,983,293 |
) |
(210,000 |
) |
|
|
(4,193,293 |
) |
(4,258,743 |
) |
|
|
|
|
(4,258,743 |
) | ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
INCREASE (DECREASE) IN CASH |
|
1,296,066 |
|
(210,000 |
) |
|
|
1,086,066 |
|
212,715 |
|
139,941 |
|
|
|
352,656 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CASH AT BEGINNING OF YEAR |
|
3,406,087 |
|
211,052 |
|
|
|
3,617,139 |
|
3,193,372 |
|
71,111 |
|
|
|
3,264,483 |
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
CASH AT END OF YEAR |
|
$ |
4,702,153 |
|
$ |
1,052 |
|
$ |
|
|
$ |
4,703,205 |
|
$ |
3,406,087 |
|
$ |
211,052 |
|
$ |
|
|
$ |
3,617,139 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Cash paid during the year for: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||||
Interest |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
913 |
|
$ |
|
|
$ |
|
|
$ |
913 |
|
NAUTIC STAR, LLC & SUBSIDIARY
CONSOLIDATING SCHEDULE OF SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
For the Years Ended December 31, 2015 and 2014
|
|
2015 |
|
2014 |
| ||||||||||||||||||||
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
|
Nautic Star, |
|
Navigator |
|
Consolidating |
|
|
| ||||||||
|
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
|
LLC |
|
Marine, LLC |
|
Entries |
|
Totals |
| ||||||||
Accounting & legal |
|
$ |
100,969 |
|
$ |
|
|
$ |
|
|
$ |
100,969 |
|
$ |
81,363 |
|
$ |
|
|
$ |
|
|
$ |
81,363 |
|
Advertising and promotional |
|
11,292 |
|
|
|
|
|
11,292 |
|
135,283 |
|
|
|
|
|
135,283 |
| ||||||||
Automobile |
|
34,333 |
|
|
|
|
|
34,333 |
|
33,813 |
|
|
|
|
|
33,813 |
| ||||||||
Bank charges |
|
371 |
|
|
|
|
|
371 |
|
86 |
|
|
|
|
|
86 |
| ||||||||
Computer support |
|
59,619 |
|
|
|
|
|
59,619 |
|
26,333 |
|
|
|
|
|
26,333 |
| ||||||||
Consulting |
|
700 |
|
|
|
|
|
700 |
|
|
|
|
|
|
|
|
| ||||||||
Contributions |
|
395 |
|
|
|
|
|
395 |
|
4,046 |
|
|
|
|
|
4,046 |
| ||||||||
Depreciation |
|
7,528 |
|
|
|
|
|
7,528 |
|
8,004 |
|
38,026 |
|
(11,694 |
) |
34,336 |
| ||||||||
Dues & subscriptions |
|
49,573 |
|
|
|
|
|
49,573 |
|
35,193 |
|
|
|
|
|
35,193 |
| ||||||||
Employee relations |
|
79,578 |
|
|
|
|
|
79,578 |
|
51,497 |
|
|
|
|
|
51,497 |
| ||||||||
Insurance - other |
|
150,048 |
|
|
|
|
|
150,048 |
|
103,049 |
|
|
|
|
|
103,049 |
| ||||||||
Interest |
|
|
|
|
|
|
|
|
|
913 |
|
|
|
|
|
913 |
| ||||||||
Meals & entertainment |
|
9,645 |
|
|
|
|
|
9,645 |
|
6,290 |
|
|
|
|
|
6,290 |
| ||||||||
Miscellaneous |
|
7,366 |
|
|
|
|
|
7,366 |
|
6,843 |
|
(1,934 |
) |
|
|
4,909 |
| ||||||||
Office supplies |
|
66,287 |
|
|
|
|
|
66,287 |
|
48,094 |
|
|
|
|
|
48,094 |
| ||||||||
Payroll taxes |
|
77,655 |
|
|
|
|
|
77,655 |
|
60,630 |
|
|
|
|
|
60,630 |
| ||||||||
Pension plan expense |
|
9,850 |
|
|
|
|
|
9,850 |
|
11,714 |
|
|
|
|
|
11,714 |
| ||||||||
Postage |
|
4,344 |
|
|
|
|
|
4,344 |
|
3,684 |
|
|
|
|
|
3,684 |
| ||||||||
Research and development |
|
204,635 |
|
|
|
|
|
204,635 |
|
166,680 |
|
|
|
|
|
166,680 |
| ||||||||
Rent - equipment |
|
8,615 |
|
|
|
|
|
8,615 |
|
5,541 |
|
330 |
|
|
|
5,871 |
| ||||||||
Repairs and maintenance |
|
264,775 |
|
|
|
|
|
264,775 |
|
166,468 |
|
|
|
|
|
166,468 |
| ||||||||
Safety & security |
|
35,128 |
|
|
|
|
|
35,128 |
|
12,355 |
|
|
|
|
|
12,355 |
| ||||||||
Salaries - office & management |
|
1,117,567 |
|
|
|
|
|
1,117,567 |
|
842,714 |
|
|
|
|
|
842,714 |
| ||||||||
Sales commissions |
|
1,180,159 |
|
|
|
|
|
1,180,159 |
|
970,631 |
|
940 |
|
|
|
971,571 |
| ||||||||
Taxes & licenses |
|
163,193 |
|
|
|
|
|
163,193 |
|
83,906 |
|
(1,975 |
) |
|
|
81,931 |
| ||||||||
Telephone & utilities |
|
15,616 |
|
|
|
|
|
15,616 |
|
9,840 |
|
|
|
|
|
9,840 |
| ||||||||
Travel |
|
24,175 |
|
|
|
|
|
24,175 |
|
22,255 |
|
|
|
|
|
22,255 |
| ||||||||
Uniforms |
|
17,736 |
|
|
|
|
|
17,736 |
|
11,805 |
|
|
|
|
|
11,805 |
| ||||||||
Total |
|
$ |
3,701,152 |
|
$ |
|
|
$ |
|
|
$ |
3,701,152 |
|
$ |
2,909,030 |
|
$ |
35,387 |
|
$ |
(11,694 |
) |
$ |
2,932,723 |
|