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      Callaway Golf Company Announces Second Quarter 2017 Financial Results Including A 24% Increase In Net Sales; Callaway Increases Full Year Net Sales And Earnings Guidance

      - Second quarter 2017 net sales of $305 million, a 24% increase compared to the second quarter of 2016.

      - Second quarter 2017 operating income of $49 million, an increase of 135% compared to the second quarter of 2016.

      - Full year 2017 net sales guidance increased to $980 - $995 million, compared to prior guidance of $960 - $980 million.

      - Full year 2017 non-GAAP earnings per share guidance increased to $0.40 - $0.45, compared to prior guidance of $0.31 - $0.37. The non-GAAP guidance excludes approximately $7 million ($0.05 per share) of non-recurring OGIO transaction and transition expenses.

      Callaway Golf Company Logo. (PRNewsFoto/Callaway Golf Company) (PRNewsfoto/Callaway Golf Company)

      News provided by

      Callaway Golf Company

      Aug 03, 2017, 16:20 ET

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      CARLSBAD, Calif., Aug. 3, 2017 /PRNewswire/ -- Callaway Golf Company (NYSE:ELY) announced today its second quarter 2017 financial results and increased its full year 2017 net sales and earnings guidance.

      In the second quarter of 2017, as compared to the same period in 2016, the Company's net sales increased $59 million (24%) to $305 million. This increase was led by a 64% increase in sales of woods, primarily due to strong sales of the EPIC line of woods, and a 74% increase in gear, accessories and other, primarily due to the addition of the new business ventures, OGIO and the Japan apparel joint venture. The overall increase in net sales reflects the Company's continued brand momentum and increased hard goods market share, as well as increased sales in all operating segments and in all reporting geographic regions.

      In addition to the sales increase, the Company also recognized a significant increase in operating income. The Company's 2017 second quarter operating income increased 135% to $49 million as compared to the second quarter of 2016. The Company's diluted earnings per share was $0.33 for the second quarter of 2017 compared to $0.36 for the comparable period in 2016 (which included a $17.7 million gain on the sale of a small portion of the Company's Topgolf investment). In addition, as a result of the Company's prior deferred tax valuation allowance, the Company did not recognize U.S. income tax expense in the second quarter of 2016. On a non-GAAP basis (which excludes from 2017 the $2.3 million of OGIO non-recurring transaction and transition expenses and from 2016 the Topgolf gain, and which applies an estimated non-GAAP tax rate of 38.5% for the second quarter of 2016), the Company's earnings per share for the second quarter of 2017 increased to $0.34 as compared to $0.12 for the comparable period in 2016.     

      As a result of this better than expected second quarter performance and expectations for continued brand momentum for the second half of the year, the Company increased its full year sales guidance to $980 - $995 million as compared to its prior guidance of $960 - $980 million. The Company also increased its full year non-GAAP earnings per share guidance to $0.40 - $0.45 compared to prior guidance of $0.31 - $0.37. The full year non-GAAP guidance excludes an estimated $7 million ($0.05 per share) of non-recurring OGIO transaction and transition expenses but does not include any effect from the pending acquisition announced earlier today.

      "We are very pleased with our 2017 first half performance," commented Chip Brewer, President and Chief Executive Officer of Callaway Golf Company. "This year's product line-up, including the EPIC driver and Chrome Soft golf ball franchise, has resonated strongly with golfers. As a result, our brand momentum has increased and our hard goods market share has increased in every major region, resulting in double-digit net sales growth and double-digit EBITDA growth. Furthermore, our new ventures, namely the apparel joint venture in Japan and the OGIO business, continue to perform well. We are also very pleased to announce our agreement to acquire TravisMathew. It is an exceptional high-growth golf and lifestyle apparel company that fits extremely well with our business, growth strategy, brands and culture. Moving into the second half of the year, we are cautiously optimistic about the golf industry overall and very excited about TravisMathew becoming a part of Callaway."  

      GAAP and Non-GAAP Results

      In addition to the Company's results prepared in accordance with GAAP, the Company provided information on a non-GAAP basis. The purpose of this non-GAAP presentation is to provide additional information to investors regarding the underlying performance of the Company's business without these non-recurring items and on a more comparable tax basis.  

      This non-GAAP information presents the Company's financial results for the second quarter and first half of 2017 excluding the non-recurring transaction and transition expenses related to the OGIO acquisition. Additionally, during the second quarter of 2016, the Company sold a small portion of its Topgolf investment and recognized a gain of $18 million, which is excluded from the non-GAAP presentation. Lastly, because of the Company's prior deferred tax valuation allowance, the Company did not recognize U.S. income tax expense during the second quarter of 2016 and its income tax provision and after-tax income and earnings are therefore not calculated on the same basis as in the second quarter of 2017. In order to make 2016 more comparable to 2017 for evaluation purposes, the Company has presented 2016 results on a non-GAAP basis by applying an estimated income tax rate of 38.5% as compared to the actual second quarter and first half 2016 effective tax rates of 5.4% and 4.4%, respectively. The valuation allowance was reversed in the fourth quarter of 2016. Excluding the reversal, the Company's full year 2016 effective tax rate was 41.1%. The Company also provided information concerning its earnings before interest, taxes, depreciation and amortization expense, the non-recurring OGIO costs and the Topgolf gain ("Adjusted EBITDA").

      The manner in which this non-GAAP information is derived is discussed in more detail toward the end of this release, and the Company has provided in the tables to this release a reconciliation of the non-GAAP information to the most directly comparable GAAP information. 

      Summary of Second Quarter 2017 Financial Results

      The Company announced the following GAAP and non-GAAP financial results for the second quarter of 2017 (in millions, except gross margin and EPS):

      2017 RESULTS (GAAP)


      NON-GAAP PRESENTATION


      Q2
      2017

      Q2

      2016

      Change


      Q2 2017
      non-GAAP

      Q2 2016
      non-GAAP

      Change

      Net Sales

      $305

      $246

      $59


      $305

      $246

      $59

      Gross Profit
      Gross Margin

      $148
      48.7%

      $111
      45.0%

      $37
      370 b.p.


      $148
      48.7%

      $111
      45.0%

      $37
      370 b.p.

      Operating Expenses

      $99

      $90

      $9


      $97

      $90

      $7

      Operating Income

      $49

      $21

      $28


      $51

      $21

      $30

      Income Tax Provision

      $16

      $2

      $14


      $17

      $7

      $10

      Net Income

      $31

      $34

      ($3)


      $33

      $11

      $22

      EPS

      $0.33

      $0.36

      ($0.03)


      $0.34

      $0.12

      $0.22




      Q2 2017

      Q2 2016

      Change




      Adjusted EBITDA

      $54

      $23

      $31



      For the second quarter of 2017, the Company's net sales increased $59 million to $305 million compared to $246 million for the same period in 2016. The 24% increase in net sales is attributable to the strength of the Company's 2017 product line, including continued success of the current year EPIC driver and fairway woods, increased golf ball sales, including the new Chrome Soft X ball, and increased net sales of gear, accessories and other as a result of the Company's acquisition of OGIO in the first quarter of 2017 and the new apparel joint venture in Japan, which was formed in the third quarter of 2016. For the second consecutive quarter, net sales increased in all major regions and reflected market share gains in those regions.

      For the second quarter of 2017, the Company's gross margin was 48.7% compared to second quarter 2016 gross margin of 45.0%. The 370 basis point increase was primarily due to a favorable shift in product mix toward the higher margin EPIC woods and irons combined with overall higher average selling prices, less discounting and lower promotional activity. The increases were partially offset by the different economics of the apparel joint venture and the OGIO business, which have lower gross margins and lower relative operating expenses as compared to the Company's golf equipment business. 

      Operating expenses increased $9 million to $99 million in the second quarter of 2017 compared to $90 million for the same period in 2016. This increase is due to the addition in 2017 of operating expenses from the Japan joint venture and the consolidation of OGIO, as well as $2 million in non-recurring OGIO transaction and transition expenses. 

      Second quarter 2017 earnings per share was $0.33, compared to $0.36 for the second quarter of 2016.  The decrease on a GAAP basis was caused by the $2 million OGIO transaction and transition expenses in the second quarter of 2017, the $18 million Topgolf gain in 2016 and the difference in effective tax rates. On a non-GAAP basis, which excludes the impact of the non-recurring OGIO transaction and transition expenses, excludes the Topgolf gain in 2016 and applies an estimated tax rate of 38.5% to 2016 pre-tax income as discussed above, the Company would have reported earnings per share for the second quarter of 2017 of $0.34, compared to earnings per share of $0.12 for the second quarter of 2016. 

      Summary of First Half 2017 Financial Results

      The Company announced the following GAAP and non-GAAP financial results for the first half of 2017 (in millions, except gross margin and EPS):

      2017 RESULTS (GAAP)


      NON-GAAP PRESENTATION


      1H
      2017

      1H
      2016

      Change


      1H 2017
      non-GAAP

      1H 2016
      non-GAAP

      Change

      Net Sales

      $613

      $520

      $93


      $613

      $520

      $93

      Gross Profit
      Gross Margin

      $296
      48.2%

      $243
      46.8%

      $53
      140 b.p.


      $296
      48.2%

      $243
      46.8%

      $53
      140 b.p.

      Operating Expenses

      $203

      $177

      $26


      $196

      $177

      $19

      Operating Income

      $93

      $66

      $27


      $99

      $66

      $33

      Income Tax Provision

      $29

      $3

      $26


      $31

      $22

      $9

      Net Income

      $57

      $72

      ($15)


      $61

      $36

      $25

      EPS

      $0.59

      $0.76

      ($0.17)


      $0.64

      $0.37

      $0.27




      1H 2017

      1H 2016

      Change




      Adjusted EBITDA

      $102

      $67

      $35



      For the first half of 2017, the Company's net sales increased $93 million to $613 million compared to $520 million for the same period in 2016. The 18% increase in net sales is attributable to the strength of the Company's 2017 product line, including continued success of the current year EPIC driver and fairway woods, increased golf ball sales, including the new Chrome Soft X ball, and increased gear, accessories and other as a result of the Company's acquisition of OGIO in the first quarter of 2017 and the new apparel joint venture in Japan, which was formed in the third quarter of 2016. In the first half of 2017, net sales increased in all major regions and reflected market share gains in those regions.

      For the first half of 2017, the Company's gross margin increased to 48.2% compared to first half 2016 gross margin of 46.8%. The 140 basis point increase was primarily due to a favorable shift in product mix toward the higher margin EPIC woods and irons combined with overall higher average selling prices, less discounting and lower promotional activity. The increases were partially offset by the different economics of the Japan apparel joint venture and the OGIO business discussed above. 

      Operating expenses increased $26 million to $203 million in the first half of 2017 compared to $177 million for the same period in 2016. This increase is due to the addition in 2017 of operating expenses from the Japan apparel joint venture and the consolidation of OGIO, as well as $6 million in non-recurring OGIO transaction and transition expenses. 

      First half 2017 earnings per share was $0.59, compared to $0.76 for the first half of 2016.  The decrease on a GAAP basis was caused by the $6 million OGIO transaction and transition expenses in the first half of 2017, the $18 million Topgolf gain in the first half of 2016 and the difference in effective tax rates. On a non-GAAP basis, which excludes the impact of the non-recurring OGIO expenses, excludes the Topgolf gain and applies an estimated tax rate of 38.5% to 2016 pre-tax income as discussed above, the Company would have reported earnings per share for the second quarter of 2017 of $0.64, compared to earnings per share of $0.37 for the first half of 2016.  

      Business Outlook for 2017

      Basis for 2017 GAAP Estimates. The Company's 2017 GAAP estimates exclude the financial impact of the recently announced pending acquisition of TravisMathew, LLC, which is estimated to be approximately $10-15 million in net sales assuming the transaction closes in the third quarter of 2017. Including approximately $5 million of estimated transaction expenses and incremental non-cash expense resulting from the acquisition purchase accounting adjustments, TravisMathew is expected to be $0.04 dilutive to the Company's earnings per share for 2017.

      Basis for 2017 Non-GAAP Estimates. The Company's 2017 non-GAAP estimates exclude non-recurring transaction and transition expenses related to the OGIO acquisition, which are estimated to be approximately $7 million for full year 2017. The amount incurred in the first half of 2017 was $6 million, which was in line with the Company's expectations.

      Basis for 2016 Pro Forma Results.  In order to make the 2017 guidance more comparable to 2016, as discussed above, the Company has presented 2016 results on a pro forma basis by excluding from 2016 the prior $0.11 per share after-tax Topgolf gain. Furthermore, the Company excluded from full year 2016 the $1.63 per share non-recurring benefit from the reversal of the deferred tax valuation allowance. 

      Given the Company's financial performance during the second quarter of 2017, the Company is increasing its full year financial guidance as follows (in millions, except gross margin and EPS):

      Full Year 2017

      Revised 2017
      GAAP Estimate*

      Revised 2017
      Non-GAAP Estimate*

      Previous 2017
      Non-GAAP 
      Estimate

      2016
      Pro Forma 
      Results

      Net Sales

      $980 - $995

      $980 - $995

      $960 - $980

      $871

      Gross Margin

      45.8%

      45.8%

      45.2%

      44.2%

      Operating Expenses

      $388

      $381

      $383

      $341

      Earnings Per Share

      $0.35 - $0.40

      $0.40 - $0.45

      $0.31 - $0.37

      $0.24

      *Excludes the financial impact of the recently announced pending TravisMathew acquisition.

      The Company currently estimates full year 2017 net sales of $980 - $995 million. This would result in net sales growth of 13% - 14% in 2017 compared to 2016. Incremental sales growth versus previous estimates is expected to be driven primarily by market share gains related to the Company's 2017 product line. The Company currently estimates that changes in foreign currency rates will adversely affect projected 2017 net sales by approximately $12 million as compared to 2016 rates. The Company previously estimated that changes in foreign currency would adversely affect projected 2017 net sales by $16 million.  

      The Company currently estimates that its 2017 gross margin will improve 60 basis points from the prior estimate. This increase is expected to be driven by continued favorable pricing, mix and operational efficiencies. The Company estimates that its 2017 non-GAAP operating expenses will decrease $2 million compared to prior estimates.

      The Company increased its non-GAAP earnings per share to $0.40 - $0.45 due to the projected increase in net sales, improved gross margin and decrease in estimated operating expenses. The Company's 2017 earnings per share estimates assume a tax rate of approximately 34.5% and a base of 96 million shares.

      Based on the current planned product launches for the remainder of 2017 and the year-over-year fourth quarter comparison with the 2016 Steelhead irons launch, the majority of the expected increase in net sales in the second half of 2017 is anticipated to occur in the third quarter.

      Conference Call and Webcast

      The Company will be holding a conference call at 2:00 p.m. PDT today to discuss the Company's financial results, outlook and business. The call will be broadcast live over the Internet and can be accessed at http://ir.callawaygolf.com/. To listen to the call, and to access the Company's presentation materials, please go to the website at least 15 minutes before the call to register and for instructions on how to access the broadcast. A replay of the conference call will be available approximately three hours after the call ends, and will remain available through 9:00 p.m. PDT on Thursday, August 10, 2017.  The replay may be accessed through the Internet at http://ir.callawaygolf.com/.

      Non-GAAP Information

      The GAAP results contained in this press release and the financial statement schedules attached to this press release have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP").  To supplement the GAAP results, the Company has provided certain non-GAAP financial information as follows:

      Constant Currency Basis. The Company provided certain information regarding the Company's financial results or projected financial results on a "constant currency basis." This information estimates the impact of changes in foreign currency rates on the translation of the Company's current or projected future period financial results as compared to the applicable comparable period.  This impact is derived by taking the current or projected local currency results and translating them into U.S. Dollars based upon the foreign currency exchange rates for the applicable comparable period. It does not include any other effect of changes in foreign currency rates on the Company's results or business.  

      Adjusted EBITDA.  The Company provides information about its results excluding interest, taxes, and depreciation and amortization expenses, as well as non-recurring OGIO transaction and transition expenses and the second quarter 2016 gain realized from the sale of a small portion of the Company's Topgolf investment.

      Other Adjustments. The Company presents certain of its financial results (i) excluding tax benefits received from the reversal of a significant portion of its deferred tax valuation allowance, (ii) excluding gains from the sale of a small portion of its Topgolf investment, (iii) excluding the non-recurring OGIO expenses and (iv) by applying an assumed estimated statutory tax rate of 38.5%.

      In addition, the Company has included in the schedules to this release a reconciliation of certain non-GAAP information to the most directly correlated GAAP information.  The non-GAAP information presented in this release and related schedules should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP. The non-GAAP information may also be inconsistent with the manner in which similar measures are derived or used by other companies.  Management uses such non-GAAP information for financial and operational decision-making purposes and as a means to evaluate period-over-period comparisons and in forecasting the Company's business going forward. Management believes that the presentation of such non-GAAP information, when considered in conjunction with the most directly comparable GAAP information, provides additional useful comparative information for investors in their assessment of the underlying performance of the Company's business without regard to these items. The Company has provided reconciling information in the attached schedules.

      Forward-Looking Statements

      Statements used in this press release that relate to future plans, events, financial results, performance or prospects, including statements relating to the Company's estimated 2017 sales, gross margins, operating expenses, and earnings per share (or related tax rate and share count), the estimated impact from changes in foreign currency rates, the estimated timing and amount of expenses related to the integration of the OGIO acquisition, and the estimated timing and financial impact of the pending TravisMathew transaction, are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. These statements are based upon current information and expectations. Accurately estimating the forward-looking statements is based upon various risks and unknowns, including the risk that the TravisMathew transaction may not close on the terms or timing described, or at all; unanticipated difficulties or expenditures relating to the TravisMathew transaction or the realization of the anticipated synergies and other benefits; the response of customers, suppliers or others to the announcement of the transaction; potential difficulties in employee retention as a result of the transaction; any unfavorable changes in U.S. trade, tax or other policies, including restrictions on imports or an increase in import tariffs; delays, difficulties, or increased costs in integrating the acquired OGIO business or implementing the Company's growth strategy generally; consumer acceptance of and demand for the Company's products; the level of promotional activity in the marketplace; unfavorable weather conditions; future consumer discretionary purchasing activity, which can be significantly adversely affected by unfavorable economic or market conditions; future retailer purchasing activity, which can be significantly negatively affected by adverse industry conditions and overall retail inventory levels; and future changes in foreign currency exchange rates and the degree of effectiveness of the Company's hedging programs. Actual results may differ materially from those estimated or anticipated as a result of these risks and unknowns or other risks and uncertainties, including continued compliance with the terms of the Company's credit facilities; delays, difficulties or increased costs in the supply of components or commodities needed to manufacture the Company's products or in manufacturing the Company's products; the ability to secure professional tour player endorsements at reasonable costs; any rule changes or other actions taken by the USGA or other golf association that could have an adverse impact upon demand or supply of the Company's products; a decrease in participation levels in golf; and the effect of terrorist activity, armed conflict, natural disasters or pandemic diseases on the economy generally, on the level of demand for the Company's products or on the Company's ability to manage its supply and delivery logistics in such an environment. For additional information concerning these and other risks and uncertainties that could affect these statements, the golf industry, and the Company's business, see the Company's Annual Report on Form 10-K for the year ended December 31, 2016 as well as other risks and uncertainties detailed from time to time in the Company's reports on Forms 10-K, 10-Q and 8-K subsequently filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

      About Callaway Golf
      Through an unwavering commitment to innovation, Callaway Golf Company (NYSE:ELY) creates products designed to make every golfer a better golfer. Callaway Golf Company manufactures and sells golf clubs and golf balls, and sells bags, accessories and apparel in the golf and lifestyle categories, under the Callaway Golf®, Odyssey®, and OGIO brands worldwide. For more information please visit www.callawaygolf.com, www.odysseygolf.com and www.ogio.com.

      Contacts:

      Brian Lynch


      Patrick Burke


      (760) 931-1771

      CALLAWAY GOLF COMPANY

      CONSOLIDATED CONDENSED BALANCE SHEETS

      (Unaudited)

      (In thousands)



      June 30,
      2017


      December 31,
      2016

      ASSETS












      Current assets:






      Cash and cash equivalents


      $

      61,959




      $

      125,975


      Accounts receivable, net


      224,649




      127,863


      Inventories


      171,780




      189,400


      Other current assets


      23,645




      17,187


      Total current assets


      482,033




      460,425








      Property, plant and equipment, net


      60,654




      54,475


      Intangible assets, net


      171,868




      114,324


      Deferred taxes, net


      82,835




      114,707


      Investment in golf-related venture


      48,997




      48,997


      Other assets


      8,777




      8,354


      Total assets


      $

      855,164




      $

      801,282








      LIABILITIES AND SHAREHOLDERS' EQUITY












      Current liabilities:






      Accounts payable and accrued expenses


      $

      144,978




      $

      132,521


      Accrued employee compensation and benefits


      27,323




      32,568


      Asset-based credit facilities


      6,231




      11,966


      Accrued warranty expense


      5,969




      5,395


      Income tax liability


      3,491




      4,404


      Total current liabilities


      187,992




      186,854








      Long-term liabilities


      6,246




      5,828


      Total Callaway Golf Company shareholders' equity


      651,794




      598,906


      Non-controlling interest in consolidated entity


      9,132




      9,694


      Total liabilities and shareholders' equity


      $

      855,164




      $

      801,282


      CALLAWAY GOLF COMPANY

      CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

      (Unaudited)

      (In thousands, except per share data)



      Three Months Ended 
      June 30,


      2017


      2016

      Net sales

      $

      304,548



      $

      245,594


      Cost of sales

      156,383



      134,961


      Gross profit

      148,165



      110,633


      Operating expenses:




      Selling

      68,102



      64,388


      General and administrative

      22,155



      17,089


      Research and development

      8,863



      8,288


      Total operating expenses

      99,120



      89,765


      Income from operations

      49,045



      20,868


      Gain on sale of investment in golf-related venture

      —



      17,662


      Other expense, net

      (1,521)



      (2,488)


      Income before income taxes

      47,524



      36,042


      Income tax provision

      16,050



      1,937


      Net income

      31,474



      34,105


      Less: Net income attributable to non-controlling interest

      31



      —


      Net income attributable to Callaway Golf Company

      $

      31,443



      $

      34,105






      Earnings per common share:




      Basic

      $

      0.33



      $

      0.36


      Diluted

      $

      0.33



      $

      0.36


      Weighted-average common shares outstanding:




      Basic

      94,213



      94,029


      Diluted

      96,197



      95,893







      Six Months Ended
      June 30,


      2017


      2016

      Net sales

      $

      613,475



      $

      519,647


      Cost of sales

      317,595



      276,622


      Gross profit

      295,880



      243,025


      Operating expenses:




      Selling

      139,864



      127,674


      General and administrative

      45,019



      32,633


      Research and development

      17,745



      16,522


      Total operating expenses

      202,628



      176,829


      Income from operations

      93,252



      66,196


      Gain on sale of investment in golf-related venture

      —



      17,662


      Other expense, net

      (6,642)



      (8,025)


      Income before income taxes

      86,610



      75,833


      Income tax provision

      29,256



      3,338


      Net income

      57,354



      72,495


      Less: Net income attributable to non-controlling interest

      222



      —


      Net income attributable to Callaway Golf Company

      $

      57,132



      $

      72,495






      Earnings per common share:




      Basic

      $

      0.61



      $

      0.77


      Diluted

      $

      0.59



      $

      0.76


      Weighted-average common shares outstanding:




      Basic

      94,142



      93,990


      Diluted

      96,073



      95,658


      CALLAWAY GOLF COMPANY

      CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOW

      (Unaudited)

      (In thousands)



      Six Months Ended 
      June 30,


      2017


      2016

      Cash flows from operating activities:




      Net income

      $

      57,354



      $

      72,495


      Adjustments to reconcile net income to net cash provided by operating activities:




      Depreciation and amortization

      8,497



      8,337


      Deferred taxes, net

      33,028



      (347)


      Share-based compensation

      5,402



      4,329


      Loss (gain) on disposal of long-lived assets and deferred gain amortization

      1,035



      (124)


      Gain on sale of investment in golf-related venture

      —



      (17,662)


      Unrealized loss on foreign currency forward contracts

      1,550



      884


      Changes in assets and liabilities

      (80,542)



      (50,151)


      Net cash provided by operating activities

      26,324



      17,761






      Cash flows from investing activities:




      Acquisition, net of cash acquired

      (57,890)



      —


      Capital expenditures

      (12,186)



      (7,487)


      Proceeds from sale of property, plant and equipment

      560



      20


      Proceeds from sale of investment in golf-related ventures

      —



      23,429


      Proceeds from note receivable

      —



      3,104


      Investments in golf-related venture

      —



      (1,560)


      Net cash (used in) provided by investing activities

      (69,516)



      17,506






      Cash flows from financing activities:




      Repayments of asset-based credit facilities, net

      (5,735)



      (9,638)


      Acquisition of treasury stock

      (16,410)



      (5,133)


      Dividends paid

      (1,882)



      (1,882)


      Exercise of stock options

      3,085



      2,096


      Distribution to non-controlling interest

      (974)



      —


      Net cash used in financing activities

      (21,916)



      (14,557)


      Effect of exchange rate changes on cash and cash equivalents

      1,092



      (2,892)


      Net (decrease) increase in cash and cash equivalents

      (64,016)



      17,818


      Cash and cash equivalents at beginning of period

      125,975



      49,801


      Cash and cash equivalents at end of period

      $

      61,959



      $

      67,619


      CALLAWAY GOLF COMPANY

      Consolidated Net Sales and Operating Segment Information

      (Unaudited)

      (In thousands)



      Net Sales by Product Category


      Net Sales by Product Category


      Three Months Ended
      June 30,


      Growth/(Decline)


      Non-GAAP
      Constant
      Currency
      vs. 2016(2)


      Six Months Ended
       June 30,


      Growth/(Decline)


      Non-GAAP
      Constant
      Currency
      vs. 2016(2)


      2017


      2016(1)


      Dollars


      Percent


      Percent


      2017


      2016(1)


      Dollars


      Percent


      Percent

      Net sales:




















      Woods

      $

      89,276



      $

      54,582



      $

      34,694



      63.6%



      65.8%


      $

      196,851



      $

      143,830



      $

      53,021



      36.9%



      38.1%

      Irons

      82,285



      84,458



      (2,173)



      (2.6)%



      (1.3)%


      141,296



      160,058



      (18,762)



      (11.7)%



      (10.7)%

      Putters

      24,730



      25,411



      (681)



      (2.7)%



      (1.4)%


      51,735



      55,624



      (3,889)



      (7.0)%



      (6.2)%

      Golf balls

      48,767



      46,996



      1,771



      3.8%



      5.1%


      96,991



      88,412



      8,579



      9.7%



      10.6%

      Gear/Accessories/Other

      59,490



      34,147



      25,343



      74.2%



      76.7%


      126,602



      71,723



      54,879



      76.5%



      78.0%


      $

      304,548



      $

      245,594



      $

      58,954



      24.0%



      25.7%


      $

      613,475



      $

      519,647



      $

      93,828



      18.1%



      19.2%


      (1) The Company changed its operating segments as of January 1, 2017. Accordingly, prior period amounts have been reclassified to conform with the current period presentation.

      (2) Calculated by applying 2016 exchange rates to 2017 reported sales in regions outside the U.S.






















      Net Sales by Region


      Net Sales by Region


      Three Months Ended
      June 30,


      Growth


      Non-GAAP
      Constant
      Currency
      vs. 2016(1)


      Six Months Ended
       June 30,


      Growth


      Non-GAAP
      Constant
      Currency
      vs. 2016(1)


      2017


      2016


      Dollars


      Percent


      Percent


      2017


      2016


      Dollars


      Percent


      Percent

      Net Sales




















      United States

      $

      168,413



      $

      127,182



      $

      41,231



      32.4%



      32.4%


      $

      348,235



      $

      287,230



      $

      61,005



      21.2%



      21.2%

      Europe

      42,977



      36,923



      6,054



      16.4%



      24.0%


      86,096



      74,824



      11,272



      15.1%



      23.1%

      Japan

      47,869



      40,551



      7,318



      18.0%



      21.1%


      94,369



      79,829



      14,540



      18.2%



      19.2%

      Rest of Asia

      24,257



      20,137



      4,120



      20.5%



      18.2%


      42,579



      35,946



      6,633



      18.5%



      15.6%

      Other foreign countries

      21,032



      20,801



      231



      1.1%



      3.6%


      42,196



      41,818



      378



      0.9%



      0.8%


      $

      304,548



      $

      245,594



      $

      58,954



      24.0%



      25.7%


      $

      613,475



      $

      519,647



      $

      93,828



      18.1%



      19.2%





















      (1) Calculated by applying 2016 exchange rates to 2017 reported sales in regions outside the U.S.































      Operating Segment Information




      Operating Segment Information




      Three Months Ended
      June 30,


      Growth




      Six Months Ended
      June 30,


      Growth




      2017


      2016(1)


      Dollars


      Percent




      2017


      2016(1)


      Dollars


      Percent



      Net Sales




















      Golf Club

      $

      196,291



      $

      164,451



      $

      31,840



      19.4%





      $

      389,882



      $

      359,512



      $

      30,370



      8.4%




      Golf Ball

      48,767



      46,996



      1,771



      3.8%





      96,991



      88,412



      8,579



      9.7%




      Gear/Accessories/Other

      59,490



      34,147



      25,343



      74.2%





      126,602



      71,723



      54,879



      76.5%





      $

      304,548



      $

      245,594



      $

      58,954



      24.0%





      $

      613,475



      $

      519,647



      $

      93,828



      18.1%
























      Income (loss) before income taxes:



















      Golf clubs

      $

      38,445



      $

      17,973



      $

      20,472



      113.9%





      $

      73,398



      $

      53,414



      $

      19,984



      37.4%




      Golf balls

      10,939



      7,534



      3,405



      45.2%





      22,460



      18,140



      4,320



      23.8%




      Gear/Accessories/Other

      11,877



      6,696



      5,181



      77.4%





      21,496



      16,158



      5,338



      33.0%




      Reconciling items(2)

      (13,737)



      3,839



      (17,576)



      (457.8)%





      (30,744)



      (11,879)



      (18,865)



      (158.8)%





      $

      47,524



      $

      36,042



      $

      11,482



      31.9%





      $

      86,610



      $

      75,833



      $

      10,777



      14.2%
























      (1) The Company changed its operating segments as of January 1, 2017. Accordingly, prior period amounts have been reclassified to conform with the current period presentation.

      (2) Represents corporate general and administrative expenses and other income (expense) not utilized by management in determining segment profitability.

      CALLAWAY GOLF COMPANY

      Supplemental Financial Information and Non-GAAP Reconciliation

      (Unaudited)

      (In thousands)



      Three months ended June 30, 2017


      Three months ended June 30, 2016



      As
      Reported


      Ogio
      Acquisition
      Costs(1)


      Non-GAAP


      As
      Reported


      Non-Cash Tax
      Adjustment(2)


      Topgolf
      Gain(3)


      Non-GAAP


      Net sales

      $

      304,548



      $

      —



      $

      304,548



      $

      245,594



      $

      —



      $

      —



      $

      245,594



      Gross profit

      148,165



      —



      148,165



      110,633



      —



      —



      110,633



      % of sales

      48.7

      %


      —



      48.7

      %


      45.0

      %


      —



      —



      45.0

      %


      Operating expenses

      99,120



      2,254



      96,866



      89,765



      —



      —



      89,765



      Income (loss) from operations

      49,045



      (2,254)



      51,299



      20,868



      —



      —



      20,868



      Other income (expense), net

      (1,521)



      —



      (1,521)



      15,174



      —



      17,662



      (2,488)



      Income (loss) before income taxes

      47,524



      (2,254)



      49,778



      36,042



      —



      17,662



      18,380



      Income tax provision (benefit)

      16,050



      (761)



      16,811



      1,937



      (12,327)



      7,188



      7,076



      Net income (loss)

      31,474



      (1,493)



      32,967



      34,105



      12,327



      10,474



      11,304



      Less: Net income attributable to non-controlling interest

      31



      —



      31



      —



      —



      —



      —



      Net income (loss) attributable to Callaway Golf Company

      $

      31,443



      $

      (1,493)



      $

      32,936



      $

      34,105



      $

      12,327



      $

      10,474



      $

      11,304


















      Diluted earnings (loss) per share:

      $

      0.33



      $

      (0.01)



      $

      0.34



      $

      0.36



      $

      0.13



      $

      0.11



      $

      0.12



      Weighted-average shares outstanding:

      96,197



      96,197



      96,197



      95,893



      95,893



      95,893



      95,893





      (1)

      Represents transaction costs as well as one-time transition costs associated with the acquisition of Ogio International, Inc in January 2017.

      (2)

      The Company had a valuation allowance on its U.S. deferred tax assets in the second quarter of 2016, which resulted in no federal U.S. tax expense for the quarter. In the fourth quarter of 2016, the Company reversed a significant portion of the valuation allowance and recognized income taxes on its U.S. operations that were retroactive for all of 2016. For comparability to the second quarter of 2017, the Company applied an estimated statutory tax rate of 38.5% to calculate pro-forma results for the second quarter of 2016.

      (3)

      Represents a gain on the sale of a small portion of the Company's Topgolf investment as well as the income tax impact on the gain. The application of income taxes on this gain is for presentation purposes only. At the time the gain was recognized in the second quarter of 2016, the Company did not recognize income taxes on its U.S. operations due to the valuation allowance on its U.S. deferred tax assets. As mentioned above, a significant portion of this valuation allowance was reversed in the fourth quarter of 2016, and the Company recognized income taxes on its U.S. operations that were retroactive for all of 2016.

      CALLAWAY GOLF COMPANY

      Supplemental Financial Information and Non-GAAP Reconciliation

      (Unaudited)

      (In thousands)



      Six Months Ended June 30, 2017



      Six Months Ended June 30, 2016



      As
      Reported


      Ogio
      Acquisition
      Costs(1)


      Non-GAAP



      As
      Reported


      Non-Cash Tax
      Adjustment(2)


      Topgolf
      Gain(3)


      Non-GAAP


      Net sales

      $

      613,475



      $

      —



      $

      613,475




      $

      519,647



      $

      —



      $

      —



      $

      519,647



      Gross profit

      295,880



      —



      295,880




      243,025



      —



      —



      243,025



      % of sales

      48.2

      %


      —



      48.2

      %



      46.8

      %


      —



      —



      46.8

      %


      Operating expenses

      202,628



      6,210



      196,418




      176,829



      —



      —



      176,829



      Income (loss) from operations

      93,252



      (6,210)



      99,462




      66,196



      —



      —



      66,196



      Other income (expense), net

      (6,642)



      —



      (6,642)




      9,637



      —



      17,662



      (8,025)



      Income (loss) before income taxes

      86,610



      (6,210)



      92,820




      75,833



      —



      17,662



      58,171



      Income tax provision (benefit)

      29,256



      (2,098)



      31,354




      3,338



      (26,246)



      7,188



      22,396



      Net income (loss)

      57,354



      (4,112)



      61,466




      72,495



      26,246



      10,474



      35,775



      Less: Net income attributable to non-controlling interest

      222



      —



      222




      —



      —



      —



      —



      Net income (loss) attributable to Callaway Golf Company

      $

      57,132



      $

      (4,112)



      $

      61,244




      $

      72,495



      $

      26,246



      $

      10,474



      $

      35,775



















      Diluted earnings (loss) per share:

      $

      0.59



      $

      (0.05)



      $

      0.64




      $

      0.76



      $

      0.28



      $

      0.11



      $

      0.37



      Weighted-average shares outstanding:

      96,073



      96,073



      96,073




      95,658



      95,658



      95,658



      95,658





      (1)

      Represents transaction costs as well as one-time transition costs associated with the acquisition of Ogio International, Inc in January 2017.

      (2)

      The Company had a valuation allowance on its U.S. deferred tax assets in the first half of 2016, which resulted in federal U.S. tax expense for the six months ended June 30, 2016. In the fourth quarter of 2016, the Company reversed a significant portion of the valuation allowance and recognized income taxes on its U.S. operations that were retroactive for all of 2016. For comparability to 2017, the Company applied an estimated statutory tax rate of 38.5% to calculate pro-forma results for the six months ended June 30, 2016.

      (3)

      Represents a gain on the sale of a small portion of the Company's Topgolf investment as well as the income tax impact on the gain. The application of income taxes on this gain is for presentation purposes only. At the time the gain was recognized in the first six months of 2016, the Company did not recognize income taxes on its U.S. operations due to the valuation allowance on its U.S. deferred tax assets. As mentioned above, a significant portion of this valuation allowance was reversed in the fourth quarter of 2016, and the Company recognized income taxes on its U.S. operations that were retroactive for all of 2016.

      CALLAWAY GOLF COMPANY

      Supplemental Financial Information and Non-GAAP Reconciliation

      (Unaudited)

      (In thousands)






















      2017 Trailing Twelve Month Adjusted EBITDA


      2016 Trailing Twelve Month Adjusted EBITDA


      Quarter Ended


      Quarter Ended


      September 30,


      December 31,


      March 31,


      June 30,




      September 30,


      December 31,


      March 31,


      June 30,




      2016


      2016


      2017


      2017


      Total


      2015


      2015


      2016


      2016


      Total

      Net income (loss)

      $

      (5,866)



      $

      123,271



      $

      25,689



      $

      31,443



      $

      174,537



      $

      (3,617)



      $

      (30,452)



      $

      38,390



      $

      34,105



      $

      38,426


      Interest expense, net

      431



      348



      715



      550



      2,044



      3,520



      868



      621



      347



      5,356


      Income tax provision (benefit)

      1,294



      (137,193)



      13,206



      16,050



      (106,643)



      1,547



      493



      1,401



      1,937



      5,378


      Depreciation and amortization expense

      4,204



      4,045



      4,319



      4,178



      16,746



      4,193



      4,029



      4,157



      4,180



      16,559


      EBITDA

      $

      63



      $

      (9,529)



      $

      43,929



      $

      52,221



      $

      86,684



      $

      5,643



      $

      (25,062)



      $

      44,569



      $

      40,569



      $

      65,719


      Gain on sale of Topgolf investments

      —



      —



      —



      —



      —



      —



      —



      —



      (17,662)



      (17,662)


      Ogio acquisition costs

      —



      —



      3,956



      2,254



      6,210



      —



      —



      —



      —



      —


      Adjusted EBITDA

      $

      63



      $

      (9,529)



      $

      47,885



      $

      54,475



      $

      92,894



      $

      5,643



      $

      (25,062)



      $

      44,569



      $

      22,907



      $

      48,057


      CALLAWAY GOLF COMPANY

      Reconciliation of Non-GAAP 2016 Results

      (Unaudited)

      (In thousands)



      Year Ended December 31, 2016


      As
      Reported


      Release of
      Tax VA(1)


      Topgolf
      Gain(2)


      Pro-Forma(3)

      Net sales

      $

      871,192



      $

      —



      $

      —



      $

      871,192


      Gross profit

      385,011



      —



      —



      385,011


      % of sales

      44.2

      %


      —



      —



      44.2

      %

      Operating expenses

      340,843



      —



      —



      340,843


      Income from operations

      44,168



      —



      —



      44,168


      Other income (expense), net

      14,225





      17,662



      (3,437)


      Income before income taxes

      58,393



      —



      17,662



      40,731


      Income tax provision (benefit)

      (132,561)



      (156,588)



      7,188



      16,839


      Net income

      190,954



      156,588



      10,474



      23,892


      Less: Net income attributable to non-controlling interest

      1,054



      —



      —



      1,054


      Net income attributable to Callaway Golf Company

      $

      189,900



      $

      156,588



      $

      10,474



      $

      22,838










      Diluted earnings per share:

      $

      1.98



      $

      1.63



      $

      0.11



      $

      0.24


      Weighted-average shares outstanding:

      95,845



      95,845



      95,845



      95,845





      (1)

      Non-cash tax benefit due to the reversal of a significant portion of the Company's deferred tax valuation allowance.

      (2)

      Represents a gain on the sale of a small portion of the Company's Topgolf investment as well as the income tax impact on the gain due to the reversal of the Company's deferred tax valuation allowance in Q4 of 2016.

      (3)

      In order to make the 2017 guidance more comparable to 2016 with regard to the underlying performance of the Company's business, the Company has recast its 2016 results on a pro-forma basis. The 2016 Non-GAAP Results exclude (i) the $156.6 million ($1.63 per share) benefit from the reversal of the deferred tax valuation allowance, and (ii) the $10.5 million ($0.11 per share) after-tax Topgolf gain.

      CALLAWAY GOLF COMPANY
      Consolidated Net Sales by Product Category Reclassified For New Segment Presentation
      (Unaudited)
      (In thousands)

      Effective January 1, 2017, the Company changed its operating segments and established a new operating segment, Gear, Accessories and Other. As a result of this change, the Golf Clubs operating segment is now comprised of the woods, irons and putters product categories, and the Golf Ball operating segment is comprised of golf balls. The accessories and other product category, which was previously reported within the Golf Clubs operating segment, is now included in the new Gear, Accessories and Other operating segment. Accordingly, as a result of this change, net sales by product category for 2016 and all interim periods therein were reclassified to conform with the new operating segment presentation as follows: (i) sales of pre-owned clubs, which were previously in accessories and other, are now reported by product type within woods, irons and putters; (ii) sales of packaged sets, which were previously reported in accessories and other, are now reported within irons; and (iii) sales of golf apparel and footwear, golf bags, golf gloves, travel gear, headwear and other golf-related accessories, OGIO branded gear and accessories, retail apparel sales from the Company's joint venture in Japan, in addition to royalties from licensing of the Company's trademarks and service marks for various soft goods, which were previously reported in accessories and other, are now reported in the Gear, Accessories and Other operating segment.

      The table below represents the Company's 2016 consolidated net sales by product category as previously reported.


      Three Months Ended


      Year Ended


      March 31, 2016


      June 30, 2016


      September 30, 2016


      December 31, 2016


      December 31, 2016

      Net sales:















      Woods

      $

      86,070


      31.4

      %


      $

      50,478


      20.6

      %


      $

      35,733


      19.0

      %


      $

      29,532


      18.0

      %


      $

      201,813


      23.2

      %

      Irons

      59,232


      21.6

      %


      63,416


      25.8

      %


      50,272


      26.8

      %


      39,027


      23.8

      %


      211,947


      24.3

      %

      Putters

      29,750


      10.9

      %


      25,013


      10.2

      %


      17,290


      9.2

      %


      13,989


      8.5

      %


      86,042


      9.9

      %

      Golf balls

      41,416


      15.1

      %


      46,996


      19.1

      %


      32,640


      17.4

      %


      31,205


      19.1

      %


      152,257


      17.5

      %

      Gear, accessories and other

      57,585


      21.0

      %


      59,691


      24.3

      %


      51,915


      27.6

      %


      49,942


      30.5

      %


      219,133


      25.2

      %


      $

      274,053


      100.0

      %


      $

      245,594


      100.0

      %


      $

      187,850


      100.0

      %


      $

      163,695


      100.0

      %


      $

      871,192


      100.0

      %

      The table below represents the Company's 2016 consolidated net sales by product category reclassified to conform with the new segment presentation in the comparable periods of 2017.


      Reclassified





      Three Months Ended


      Year Ended


      March 31, 2016


      June 30, 2016


      September 30, 2016


      December 31, 2016


      December 31, 2016

      Net sales:















      Woods

      $

      89,248


      32.6

      %


      $

      54,582


      22.2

      %


      $

      39,331


      20.9

      %


      $

      33,024


      20.2

      %


      $

      216,185


      24.8

      %

      Irons

      75,600


      27.6

      %


      84,458


      34.4

      %


      64,305


      34.2

      %


      54,105


      33.1

      %


      278,468


      32.0

      %

      Putters

      30,213


      11.0

      %


      25,411


      10.3

      %


      17,591


      9.4

      %


      14,513


      8.9

      %


      87,728


      10.1

      %

      Golf balls

      41,416


      15.1

      %


      46,996


      19.1

      %


      32,640


      17.4

      %


      31,205


      19.1

      %


      152,257


      17.5

      %

      Gear, accessories and other

      37,576


      13.7

      %


      34,147


      13.9

      %


      33,983


      18.1

      %


      30,848


      18.8

      %


      136,554


      15.7

      %


      $

      274,053


      100.0

      %


      $

      245,594


      100.0

      %


      $

      187,850


      100.0

      %


      $

      163,695


      100.0

      %


      $

      871,192


      100.0

      %










      SOURCE Callaway Golf Company

      Modal title

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