4,000,000 Shares of Class A Common Stock MALIBU BOATS, INC. UNDERWRITING AGREEMENTMalibu Boats, Inc. • July 7th, 2014 • Ship & boat building & repairing • New York
Malibu Boats, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), and certain stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”), severally and not jointly, propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of 4,000,000 shares of the Company’s Class A Common Stock, par value $0.01 per share (the “Common Stock”), of which (a) 3,195,887 shares are to be issued and sold by the Company (the “Firm Company Shares”), and (b) 804,113 shares are to be sold by the Selling Stockholders (the “Firm Selling Stockholders Shares”), each Selling Stockholder selling the number of shares set forth opposite such Selling Stockholder’s name in Schedule II hereto.
