A Closer Look at Topgolf's
Compelling Value Creation Potential
November 2020
1
DISCLAIMER
Forward-Looking Statements | |
This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words "may," "should," "will," "could," "would," "anticipate," "plan," | |
"believe," "project," "estimate," "expect," "strategy," "future," "likely," and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made and are not guarantees of future performance. Such forward- | |
looking statements include, but are not limited to, statements about the benefits of the business combination transaction involving Callaway and Topgolf, including the anticipated operations, financial position, liquidity, performance, prospects or growth and scale opportunities of | |
Callaway, Topgolf or the combined company, the strategies, prospects, plans, expectations or objectives of management of Callaway or Topgolf for future operations of the combined company, any statements regarding the approval and closing of the merger, including the need | |
for stockholder approval and the satisfaction of closing conditions, and statements of belief and any statement of assumptions underlying any of the foregoing. | |
Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward- | |
looking statements. These risks, uncertainties and other factors relate to, among others: risks and uncertainties related to our pending merger with Topgolf, including the failure to obtain, or delays in obtaining, required stockholder approval or regulatory approval, the risk that such | |
approval may result in the imposition of conditions that could adversely affect Callaway or the expected benefits of the proposed transaction, any termination fee that may be payable by Callaway pursuant to the terms of the merger agreement, or the failure to satisfy any of the | |
closing conditions to the proposed transaction on a timely basis or at all; costs, expenses or difficulties related to the merger with Topgolf, including the integration of the Topgolf business; failure to realize the expected benefits and synergies of the proposed transaction in the | |
expected timeframes or at all; the potential impact of the announcement, pendency or consummation of the proposed transaction on relationships with Callaway's and/or Topgolf's employees, customers, suppliers and other business partners; the risk of litigation or regulatory | |
actions to Callaway and/or Topgolf; inability to retain key personnel; changes in legislation or government regulations affecting Callaway and/or Topgolf; uncertainty of the duration, scope and impact of COVID-19; a further spread or worsening of COVID-19; any further regulatory | |
actions taken in response to COVID-19, including the future shutdown of or restrictions on Callaway's or Topgolf's retail locations, venues, distribution centers, manufacturing plants or other facilities; the effectiveness of Callaway's or Topgolf's protective gear, social distancing | |
guidelines, and other preventive or safety measures; disruptions to business operations of Callaway and Topgolf as a result of COVID-19, including disruptions to business operations from travel restrictions, government-mandated or voluntary shut-down orders or quarantines, or | |
voluntary "social distancing" that affects employees, customers and suppliers; continued growth, momentum and opportunities in the golf industry; production delays, closures of manufacturing facilities, retail locations, warehouses and supply and distribution chains; staffing | |
shortages as a result of remote working requirements or otherwise; uncertainty regarding global economic conditions, particularly the uncertainty related to the duration and impact of the COVID-19 pandemic, and related decreases in customer demand and spending; and | |
economic, financial, social or political conditions that could adversely affect Callaway, Topgolf or the proposed transaction. | |
The foregoing list is not exhaustive. For additional information concerning these and other risks and uncertainties that could affect these statements, the golf industry, and Callaway's business, see Callaway's Annual Report on Form 10-K for the year ended December 31, 2019 as | |
well as other risks and uncertainties detailed from time to time in Callaway's reports on Forms 10-Q and 8-K subsequently filed with the SEC, including the proxy statement/prospectus/consent solicitation that will be included in the registration statement on Form S-4 that will be | |
filed with the SEC in connection with the proposed transaction. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Callaway 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. | |
Regulation G | |
In addition, in order to assist you with period-over-period comparisons on a consistent and comparable basis, today's presentation includes certain non-GAAP information. With respect to Callaway Golf Company, this information excludes certain non-cash amortization of | |
intangibles and other assets related to the Company's acquisitions, non-recurring transaction and transition costs associated with the acquisition of Jack Wolfskin, including banker's fees, legal fees, consulting and travel expenses, audit fees and valuations services, as well as | |
non-cash charges related to the valuation of acquired inventory, in addition to other non-recurring advisory fees, and non-cash amortization of the debt discount related to the Company's convertible notes. With respect to Topgolf International, Inc., this information excludes certain | |
venue closure costs, a regulatory settlement reserve, the remeasurement of a contingent earnout obligation, non-recurring consulting and legal expenses and the remeasurement of a stock-warrant liability. This non-GAAP information may include non-GAAP financial measures | |
within the meaning of Regulation G. These non-GAAP measures should not be considered 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 with | |
regard to these items. The Company has provided reconciliations of such non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with GAAP. The reconciliations are included in this presentation, which is available on the Investor | |
Relations section of the Company's website located at http://ir.callawaygolf.com/. | |
Additional Information and Where You Can Find It | |
Callaway Golf Company will file with the SEC a registration statement on Form S-4, which will include the proxy statement of Callaway Golf Company that also constitutes a prospectus of Callaway Golf Company and a consent solicitation statement of Topgolf International, Inc. | |
(the "proxy statement/prospectus/consent solicitation"). INVESTORS AND STOCKHOLDERS ARE URGED TO CAREFULLY READ THE PROXY STATEMENT/PROSPECTUS/ CONSENT SOLICITATION, AND OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC, | |
IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CALLAWAY GOLF COMPANY, TOPGOLF INTERNATIONAL, INC., THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and | |
stockholders will be able to obtain free copies of the proxy statement/prospectus/consent solicitation and other documents filed with the SEC by the parties through the website maintained by the SEC at www.sec.gov. In addition, investors and stockholders will be able to obtain | |
free copies of the proxy statement/prospectus/consent solicitation and other documents filed with the SEC on Callaway's website at https://www.callawaygolf.com (for documents filed with the SEC by Callaway). | |
No Offer or Solicitation | |
This communication is for information purposes only and is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities or the solicitation of any vote in any jurisdiction | |
pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of | |
the Securities Act of 1933, as amended. | |
Participants in the Solicitation | |
Callaway, Topgolf, and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Callaway in connection with the proposed transaction. Information regarding the persons who are, under the rules of the | |
SEC, participants in the solicitation of the stockholders of Callaway and Topgolf, respectively, in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the proxy | |
statement/prospectus/consent solicitation when it is filed with the SEC. Information regarding Callaway's directors and executive officers is contained in Callaway's Annual Report on Form 10-K for the year ended December 31, 2019 and its Revised Definitive Proxy Statement on | 2 |
Schedule 14A, dated March 27, 2020, which are filed with the SEC and can be obtained free of charge from the sources indicated above. | |
TODAY'S AGENDA
1. Callaway + Topgolf: Our Vision
- A Highly Complementary, Highly Attractive Combination
- Strength, Uniqueness and Potential of Topgolf
- The Topgolf Platform
Venues
International
Toptracer
Media
- Topgolf Financials
- Investment Summary
3
TODAY'S PRESENTERS
CHIP BREWER | BRIAN LYNCH | DOLF BERLE | WILLIAM DAVENPORT | CRAIG KESSLER |
Chief Executive Officer | EVP, Chief Financial | Chief Executive Officer | Chief Financial Officer | Chief Operating Officer |
Officer | Venues |
GENIFER GRAY | CHRIS CALLAWAY | BEN SHARPE | STEVE LANE |
VP of Operations | Chief Development | President Toptracer | Vice-President |
Officer | International Strategy |
and Franchise 4 Management
CALLAWAY + TOPGOLF = A NEW TYPE OF GOLF COMPANY
An Unrivaled Tech Enabled Golf Company Delivering Equipment, Apparel and
Entertainment
First-Mover Positioned to Create Long-term Competitive Advantages
Clear Path to Deliver Exceptional Growth and Strong Shareholder Returns
5
CALLAWAY + TOPGOLF = BETTER TOGETHER
Highly complementary businesses well-positionedto accelerate growth and enhance competitive advantages across the platform
Significant technology leadership with proven proprietary in-house
capabilities
Broad reach and significant consumer overlap enhances value for
both businesses
Multiple high-growth opportunities in early stages with more then
10 years of planned growth and identified whitespace opportunity
Ample liquidity and cash generation to fund future growth
Coveted brands benefiting from consumer preferences
6
COMPELLING POTENTIAL FOR SHAREHOLDER VALUE CREATION
($ in millions) | 2019 Pro Forma | 2022E | Longer Term |
Revenue | $2,761 | $3,200 | ~10% |
Adj. EBITDAS | $270 | $360 | Mid-to-High Teens |
Combined Company Has Clear Line of Sight to Generating More Than $1B of Adj. EBITDAS
7
THE COMBINED COMPANY IS GOOD FOR GOLF…
Favorable Trends Both On- and Off-Course
+2.6% | CAGR | ||||
'16-'19 | |||||
32.0 | 32.1 | 33.5 | 34.2 | ||
31.1 | |||||
30.1 | |||||
6.5% | |||||
5.4 | 7.0 | 8.2 | 8.3 | 9.3 | 9.9 |
25.7 25.3 24.7 24.7 24.1 23.8 23.8 24.2 24.30.7%
2011 2012 2013 2014 2015 2016 2017 2018 2019
On-course golfers Off-course golfers
Attractive Position Across Golf
Traditional Golf
Callaway is revolutionizing golf equipment through AI technology and
innovative golf ball design
Market leader with seven consecutive years of growth exceeding overall
golf market
Venues
Inclusive and affordable environment for all skill-levels and demographics
A fun, competitive, weather-proof alternative to 4+ hour golf rounds
Toptracer Range
Transforming driving range from practice facility to global, data-driven, game network with competitive "play anyone, anywhere" tournaments
Media
Launched inaugural European eTour in January 2020, a massive
opportunity for expansion with the most realistic golf game
8
1 National Golf Foundation/Golf Datatech Report Published October 23, 2020
… AND WILL REACH ALL GOLF CONSUMERS
Unparalleled consumer reach across $80B+ global golf industry1
• The #1 Driver on major | • #1 brand rating by avid |
worldwide tours | golfers since summer 20172 |
• | #1 Putter on Tour | Elite Touring | Avid | • | #1 or #2 hard goods market |
Professionals | Amateurs | ||||
• | 100's of Sponsored | share in US, Japan, and | |||
Europe | |||||
Athletes across global | |||||
tours | Digital | ||||
Digital | |||||
connectivity | |||||
acrconnectivityss all levels | |||||
• | Beginning and returning | across all levels | • | Appeal to youth via games | |
golfers up ~20% in Q2 | and social atmosphere | ||||
vs. prior years3 | • | 51% of Topgolf guests | |||
• | 80% of Toptracer | identify as non-golfers | |||
Ranges participated in | Occasional | New and | • | 75% of non-golfers who | |
first-ever global digital | |||||
visited Topgolf said they're | |||||
competition | Participants | Aspiring Entrants | |||
now interested in playing on | |||||
a course4 |
1 Golf Datatech industry report published September 21, 2020 | 3 | National Golf Foundation, COVID-19 Update | 9 |
2 Golf Datatech GPAU Study, 2017-2020 | 4 | National Golf Foundation survey conducted for Topgolf | |
UNRIVALED POSITION TO DEFINE THE FUTURE OF GOLF
Higher Growth
Equipment
Apparel
Experiences
Digital Games
Digital Communities
Clear first-mover advantages:
- Proprietary in-house technology
- Unmatched reach
- Passionate consumer following
- Global scale
- Proven innovators
Poised to define the expansion of the global golf addressable market
10
THIS CREATES AN ECOSYSTEM THAT BENEFITS BOTH
COMPANIES
What Callaway provides to Topgolf
- Ample liquidity to fund growth
- Relationships and global reach to accelerate Toptracer bay acquisition
- Strong marketing support to drive SVS (via awareness and interest)
- Back office support
What Topgolf provides to Callaway
• A strong platform (both physical and digital) to promote and cross-sell Callaway brands
• A competitive advantage via scale and scope of global consumer reach
• Future ability to drive enhanced digital engagement with core golf consumers via both Venues and Toptracer. Access to valuable shot data for this purpose
• New entrants to the game of golf
11
CALLAWAY'S PEER SET IS EXPANDING
High Growth | Restaurant | Sports | Digital and | Venue Based | |
Golf Equipment | Entertainment | ||||
Outdoor Apparel | Peers | Franchise Peers | Emerging Peers | ||
Peers | |||||
Median
'19-'22 Sales CAGR | 2 % | 7 % | 12 % | 8 % | 19 % | 0 % |
'19-'22 EBITDA CAGR | 1 % | 11 % | 10 % | 9 % | 39 % | (2)% |
2022E EV / EBITDA | 13 x | 15 x | 26 x | 17 x | 20 x1 | 9 x |
Source: Company filings, Capital IQ, IBES. Current market data as of 09-Nov-2020 | 12 |
1 Excludes Roku due to not meaningful earnings. |
DOLF BERLE
Chief Executive Officer
TEG Overview
13
OUR MISSION
14
TOPGOLF PLATFORM OVERVIEW
100MM+
Fan Touchpoints
$1.1Bn | $59MM | |
2019 Revenue | 2019 Adj. EBITDAS | |
30% | $1Bn+ | |
Long-Term Business Unit | ||
2017-2019 Revenue CAGR | Adjusted EBITDAS | |
Opportunity | ||
51% | 94% | |
of Venue Guests are Non- | of Guests Say | |
They are Likely or | ||
Golfers | ||
Highly Likely to Return | ||
58 US venues
21% annual growth in venues from 2017-2019
23MM total venue visits
200 venue total addressable market
VENUES
Broad global appeal outside the US
5 venues open (3 owned & operated, 2 franchised) 250 venue total addressable market internationally
7,500+ bays using our proprietary games technology
16x increase in bay count from 2017 to today
140 tournaments broadcasts reaching 500MM+ viewers
World Golf Tour with 30MM members as of today
In-house game development
Sponsorships with large global brands
15
RAPID GROWTH IN BRAND AWARENESS WITH AMPLE ROOM FOR FURTHER EXPANSION
National Aided Brand Awareness1
Consumers with a Positive Opinion (%)2
Rolling Three Month Average (%)
YoY Growth:
9pp
26
35
90
88
85
80 | 79 | 79 |
YoY Growth: | 21 |
6pp |
15
December | December | |
2018 | 2019 | |
Local Venue Footprint3 | Total US | |
Source: YouGov Q4 2019; Consumers aged 18-54 in the US
1 Based on the question: "Which of the following brands have you heard of?" (Topgolf included)
2 Represents % positive impressions among those who are aware of each brand and have an opinion 3 Local venue footprint defined as awareness within a local catchment area around a venue
75
70
70
65
60
64
16
STRONG COMPETITIVE POSITION
Innovative, Proprietary
Technology that Enhances
All of Our Business Lines
Significant Brand Halo and | Massive | |
Strong Customer Advocacy | Network of Screens | |
Brand Power and Venue | Deep Experience Operating | |
Real Estate Execution | Large, Complex Venues with | |
Make Us a Tenant and Franchisor | Significant Capital Invested at | |
of Choice | Scale |
17
WELL POSITIONED FOR POST-COVID ECONOMY
1
2
3
4
5
6
7
Unique venue layout provides safe social distancing in an outdoor experience. We expect guests to associate
Topgolf and golf as safe social activities
Reopened all venues by 9/7 and opened four new venues since March 2020. Continue to manage evolving government restrictions
Rapid return to venues with Q3 same venue revenue performance 76% vs. 2019 and recent trends improved to 80-85%in September and October
Topgolf's fans remain loyal: 77% indicate Topgolf will play the same or a bigger role in their lives post-COVID1
Making long term sustainable cost improvements throughout the organization to position for accelerated profitability
Toptracer momentum has remained strong due to resiliency of golf
WGT and other digital assets have gained significant momentum
18
1Third-party research conducted for Topgolf
VISIONARY, PROVEN AND MULTI-DISCIPLINED
MANAGEMENT TEAM
Seasoned executives with a proven track record of operating complex, high-growth businesses
ERIK ANDERSON | DOLF BERLE | WILLIAM DAVENPORT | BECKY FINE | BEN SHARPE |
Transitioning to Vice | Chief Executive Officer | Chief Financial Officer | Chief People Officer | President |
Chairman of Callaway Golf | Previously President & COO | Previously SVP of Finance at | Previously CPO at Panera | Toptracer |
Founder, WestRiver Group | at Dave & Buster's. Serves on | Brinker International | Bread | Previously CEO at |
Ranked #1 Innovator in Golf | National Board of Directors at | TaylorMade-Adidas Golf | ||
by Golf Inc. | Make-A-Wish | company |
CHRIS CALLAWAY
Chief Development Officer Chief Development Officer Previously spent 25 years Previously spent 25 years leading development efforts leading development efforts at at Walmart
Walmart
LYNDA FIREY OLDROYD | ANDREW MACAULAY |
Chief Customer Officer | Chief Technology Officer |
Previously senior roles at PepsiCo, | Previously CIO for multiple |
Nordstrom, Gap and Starbucks | innovative telecommunications |
companies |
CRAIG KESSLER
Chief Operating Officer Venues
Previously on operating teams at KKR and Providence Equity Partners; began career with McKinsey & Company
GENIFER GRAY | STEVE LANE |
VP of Operations | Vice-President |
Topgolf USA | International Strategy and |
Previously Co-President & | Franchise Management |
Previously at Catalina | |
COO at Maggiano's Little Italy | |
Marketing and Kimberly-Clark | |
19
CRAIG KESSLER | GENIFER GRAY |
Chief Operating Officer | VP of Operations |
Venues |
Venues Overview
20
VENUES OFFER A SOCIAL EXPERIENCE
EMBRACED ACROSS BROAD DEMOGRAPHIC GROUPS
Topgolf venues introduce millions of guests to the brand, culture and technology each year
Venue Visits Demographic Breakdown
By Income
HHI <
$80K
40% |
By Age
Age
>34
30%
HHI > | |
60% | $80K |
Age <18
48% Age
18-34
22%
By Skill Level1
Avid
Golfers
8%
Moderate
Golfers 14%
Non-
Occasional 27% Golfers
51% Golfers
Source: YouGov and NGF surveys | 21 | |
1 Non-golfers defined as golfing less than 1 round per year; occasional golfers defined as golfing 1-7 rounds per year; moderate golfers defined as golfing 8-24 rounds per year; avid golfers defined as golfing 25+ rounds per year
TOPGOLF VENUES PROVIDE "BANG FOR YOUR BUCK"
ENTERTAINMENT
Average Cost per Visit / Person
$123
$109
$106
$94
$51 | Median: | |||||||||||
$51 | ||||||||||||
$36 | $35 | $33 | ||||||||||
$16 | ||||||||||||
$11 | ||||||||||||
1 | Broadway Play / | Fine Dining 2 | Sporting Events 3 | Concert 4 | Theme Parks 5 | Round of Golf 6 | Workout Class 7 | Movie Theater 8 | Cultural Sites / | |||
Musical | Museums 9 |
- Source: Wall Street research, National Golf Foundation, Statista, Pollstar, Oracle, company websites, public news articles, company information
- 1 Represents walk-in cost per visit, inclusive of gameplay and food & beverage
- 2 Average of select high-end restaurants (Del Frisco's, Sullivan's, Capital Grille, Eddie V's, Ruth's Chris, Fleming's); assumes 15% pre-tax tip and 7% tax
- 3 Average of NFL, NHL, NBA, MLB ticket spend plus average per capita food & beverage spend
- 4 Top global music tours
- 5 Average spend per visit for Seaworld ($61), Cedar Fair ($48) and Six Flags ($46)
- 6 18-hole round at public golf facility
- 7 Average of 23 select workout classes
• 8 Average of AMC, Cinemark, Regal; includes ticket spend and concessions | 22 |
- 9 Includes art galleries, theaters and historical buildings such as palaces, monuments, castles, historical birthplace, landmarks, temples, religious sites and churches
BUILDING SCALE THROUGH ACCELERATED ROLLOUT
Rapid growth exhibited by 51 venues opened since 2013
Domestic Venue Count Since Inception
58
54
47
37
28
21
12
7
3
1
2005 | 2010 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | Today |
23
BREAKING DOWN THE VENUE REVENUE MIX
Gameplay | Food & Beverage |
• Variety of games, including signature | • High quality food & beverage |
Topgolf Game, iconic golf courses, | delivered at scale to walk in and event |
and Angry Birds | guests |
• Robust game development pipeline | • Menu caters to a diverse range of |
tastes and dietary restrictions | |
• Pricing based on hourly bay rentals | • Each venue has an Executive Chef |
and memberships |
with a full kitchen that offers a wide
• Higher margins than F&Bselection of creative food, from brunch to late night snacks
Events
- Tailored spaces are able to accommodate events ranging from corporate presentations, birthday parties, charitable events and wedding receptions
- Formal event rooms are adjacent to tee line, providing a private space for events and gameplay
- Events revenue mix is approximately 50% Food & Beverage and 50% Gameplay
33% | 34% | 29% | ||
SALES FROM GAMEPLAY1 | SALES FROM FOOD & BEVERAGE1 | SALES FROM EVENTS1 | ||
1 As of FYE 2019. Retail and other sales account for 4% of total revenue
24
WORLD-CLASS GAMEPLAY POWERED BY
PROPRIETARY TECHNOLOGY AND GAMES
- We offer a variety of game options designed to appeal to a broad range of guests, including our signature Topgolf game, which allows guests to score points by hitting into the targets in our outfield. Introducing virtual scoring powered by Toptracer technology and simulated golf course play across network.
- Guests play with our RFID-embedded golf balls, aiming for large dartboard-like targets in the outfield that receive and track the balls
25
SHARE-ABLE AND INSTAGRAM-ABLE GOURMET
FOOD AND BEVERAGE OFFERING
- We feature a seasonal menu of high-end, curated appetizers, entrées and desserts that are carefully selected for the Topgolf brand
- Executive Chef in every venue with chef-driven menu offerings made largely from scratch to further distinguish our experience from that of a large-scale entertainment venue
26
VENUE OF CHOICE FOR BOTH LARGE AND SMALL EVENTS
- Each of our venues has dedicated areas for hosting events ranging in size from 12 to up to 1,000 attendees, including full venue buyouts
- Ability to scale events service for all types, sizes and price points is difficult to execute operationally, making Topgolf a unique event space
27
VENUES ARE A PLATFORM FOR MULTIPLE FORMS OF
ENTERTAINMENT
While the in-bay experience is a primary | …We have matured our programming to create multiple |
driver of venue visits … | entertainment formats to delight our guests |
28
RESILIENCY OF VENUES THROUGH COVID-19
Outdoor Teeline Provides Safe Space to Socialize
Safe distance between bays and full-bay cleaning between groups
Guests are recognizing and appreciating our efforts
Early Guest Scores are Extremely Positive1
Overall Satisfaction | Likelihood to Return |
70% | 73% | 79% | 81% | |
2019 | Week of | 2019 | Week of | |
10/26/20 | 10/26/20 |
29
1 Guest feedback from 55 opened venues increased the week of 8/23/20 vs. FY19 average
CHRIS CALLAWAY
Chief Development
Officer
Venue Development
30
TOPGOLF'S VENUE FORMATS
Large Venues | Medium Venues | Small Venues | ||||
- Target population of >1MM in 25 min catchment
- 100+ bays across three floors
-
Examples include Edison, NJ and The Colony,
TX - Flagship venues include Las Vegas, Nashville, and Orlando
- Target population of 500K-1MM in 25 min catchment
- 70 - 100 bays across 2-3 floors
- Examples include Baton Rouge, LA and Greenville, SC
- Target population of 200K-500K in 25 min catchment
- 30-60bays on a single level powered by Toptracer
- Examples include Augusta, GA and Chattanooga, TN
31
TOPGOLF'S GLOBAL SUCCESS
million venue | U.S. venues in three | International |
23 visits in 2019 | 58 format sizes | 5 venues1 |
Large venue
• 100+ bays
• 45 locations
Medium venue
• 70-100 bays
• 13 locations
Small venue
• 30-60 bays
• 5 locations
1 Three owned-venues, two franchised venues | 32 |
VENUE SITE SELECTION
Rigorous site selection process ensures expansion into high revenue as well as
high ROI markets and supports remaining venue whitespace
Extensive nationwide network uses data-driven site selection process to source potential deals and communicate to real estate team
Engage in initial due diligence and perform site visit to determine qualifications
Enter LOI with landlord
Detailed review by real estate investment team and initial model built based on historical experience, demographics, population income and intricacies of site
Deal submitted for approval
Deal approved and development commences
All Markets in the U.S.
Markets Suitable
for a Venue
Market Diligence
Venue
Opportunities
Development
33
VENUE CONSTRUCTION AND FINANCING
Construction
- Venues range in size from less than 20,000 to up to 105,000 sq. ft. with up to four floors (9 to 15 acre sites)
- A typical venue takes between 10 and 12 months to build
- Internal development team includes: architects, designers, project managers and installation crews, all led by our VP of Construction and Design
- Experienced internal real estate, development and construction teams ensure project efficiency and adherence to project timelines
Third-Party Financing
- Topgolf partners with well-capitalized REIT partners, who provide capital for the land acquisition and fund up to ~75% of the development cost, with Topgolf funding remaining development costs (primarily technology costs and FF&E)
- Third party financing provides significant additional growth capital
- Once construction is completed, we lease the venue and underlying land back from the financing partner
- In cases where we are not able to finance venue construction through one of our financing partners, such as when the land we wish to develop is available for ground lease but not for purchase, we will fund 100% of venue development costs
We have built up processes and relationships over time that allow us to
construct and finance large, complex venues
34
ESTABLISHED VENUE PIPELINE & PROVEN TRACK RECORD
Between 2015 and Q3 2020, Topgolf grew its domestic venue count from 21 to 58 venues.
The depth of Topgolf's pipeline allows us to target 10 new venue openings per year beginning in 2022
High Historical | Status of Upcoming | |
Opening Pace | Domestic Venues | |
37 | ||
25 | ||
13 | ||
8 | ||
11 | ||
8 | ||
1 | ||
2015-Q3 2020 | 2021 | 2022-2023 |
Under Construction
Under Contract
Under LOI / Due Diligence
Overview of 2021 Domestic Venue Pipeline
Location | Size | Status | Financing Status |
Albuquerque, NM | Medium | Construction | Self-Financed |
San Jose, CA | Large (120 Bays) | Construction | Third-Party Financing |
Lake Mary, FL | Large | Construction | Third-Party Financing |
Waco, TX | Small | Construction | Third-Party Financing |
Charlotte, NC | Large | Construction | Third-Party Financing |
Holtsville, NY | Large | Construction | Third-Party Financing |
Ft. Myers, FL | Medium | Construction | Third-Party Financing |
Buford, GA | Medium | Construction | Third-Party Financing |
35
STEVE LANE
Vice-President
International Strategy
and Franchise
Management
Topgolf International
36
RAPIDLY GROWING GLOBAL FOOTPRINT
Watford, UKOpened in 2000
Glasgow (UK) | ||
Watford, Herts (UK) | Oberhausen,Germany | |
Surrey, Surrey (UK) | ||
Chigwell, Essex (UK) | ||
Gold Coast, AU Opened in 2018 | ||
Dubai (UAE) | ||
Monterrey (Mexico) |
Monterrey, MX Opened in 2020 | Gold Coast, Queensland | ||
(Australia) | |||
Dubai, UAE Opening | Current location | Under development | Countries with |
Late '20/Early '21 | contracted venues | ||
We are focused on a rapid and strategic roll-out of our venues internationally
37
RAPIDLY GROWING GLOBAL FOOTPRINT
- Global expansion plan utilizes a capital-light franchise model
- The franchisee manages operations and funds capital expenditures and growth, requiring minimal upfront investment from Topgolf
- Provides Topgolf with a recurring royalty revenue stream - Target of $1.1M per franchised venue
- Topgolf maintains a valuable option to invest capital and increase ownership and earnings in high growth regions
- Dedicated global team in place to select franchisees
- 250 International venue addressable market
- Development agreements for up to a possible 113 franchised venues in Greater China, Southeast Asia, Mexico, Australia, Central Europe and U.A.E.
Our Franchise Partners Today
20+ Venue Developments
Planned Over the Next Five Years
38
BEN SHARPE
President Toptracer
Toptracer Platform
39
TOPTRACER OVERVIEW
Highly visible broadcast partnerships expand range technology opportunity and grow brand…
…as Topgolf brings a leading ball-tracking technology to your driving range and onto your phone/tablet
Proven Compelling | Rapid | |
Experience | Worldwide Growth | |
Puts ball flight and shot stats on | 7,500 active Toptracer Range |
bays worldwide with typical contracts | |
screen and to your device | |
3-5 years in length | |
Exciting Connected
Screen Potential
Worldwide connected gamification creates multiple opportunities. 80% participation in first worldwide tournament last year.
40
TOPTRACER RANGE SUITABLE FOR COVERED & UNCOVERED BAYS
Toptracer Range System:
- Camera sensors
- 21" screens in bays
- Game and bay mgmt software
- Shot tracking capabilities
41
TOPTRACER RANGE DELIVERS VALUE TO RANGE OPERATORS
Mistwood Golf Dome | Silvermere Golf & Leisure | Itakano Golf Center | Whaleback Golf Course |
Chicago, IL | Surrey, UK | Osaka, Japan | Perth, Australia |
After installing TTR, YoY | Increased annual ball count | Average monthly visitors are | Topline increase of 35%-40% |
revenue was up 67% in golf | from 7.5MM to 10.5MM since | up 21% YoY since TTR install | with price increase of 10% |
sales and average bay time | install of Toptracer Range | in July 2019 | and average number of |
increased from 21 minutes to | visitors up 25% YOY since | ||
58 minutes | install |
42
WE ARE BUILDING A MASSIVE COMMUNITY
In December 2019, we hosted our first Toptracer Range Global Tournament, a 9-Shot closest to the pin tournament
Over 80% participation across installed ranges, with 29,000 games across 175 driving ranges in 19 countries
Strategic Plan
for Growth
- December 2019
- Successful proof of concept to roll out simultaneous global tournament on TTR platform
- Early market share acquisition
- Leverage network of connected app & screens
- Content and subscriptions for community
Currently creating scale and community with the potential to monetize through:
- global tournaments, 2) sponsorship revenue, 3) content and instruction subscriptions,
- cross-promotionof golf equipment, 5) aggregation of shot data
43
BROAD COHORT OF PARTNERSHIPS POISED FOR EXPANSION
Toptracer's Global Reach Set to Accelerate in Partnership with Callaway
Current Distribution Channels
Sales Partners | Governing Bodies / Commercial Partners | Leading, Global Professional Golf Club |
Management Companies |
Expected Benefits from Callaway's Global Network
- Access to network of >5,000 Callaway Staff Professionals to champion the technology at new facilities
- Showcasing the Toptracer brand through Callaway's existing network of Tour players, digital platforms and social influencers
- Opportunity to leverage Callaway's strong relationships with key golf management companies
- Eliminating barriers to entry in new markets via Callaway's existing infrastructure
We Believe Seamless Access to Callaway's Global Network of Courses and Ranges
Will Provide Runway for Toptracer's Addressable Market
44
DOLF BERLE
Chief Executive Officer
Topgolf Media
45
ATTRACTING, AGGREGATING, AND ENGAGING A GLOBAL AUDIENCE
R&D Engine
Technology & Video Content
- Original content to attract and develop audiences for the brand
- Topgolf app development and operations
- Innovative media segment remains profitable business
Interactive Media to Build a Global
Audience
Games
- World Golf Tour #1 realistic digital golf game with more than 30MM members
- Global leaderboard and competitions for all games
- Tip of the spear for Esports opportunity
Monetization
Sponsorships
- Partner with big brands to co-market Topgolf to their audience
- Monetize our audience and network
- Strong YoY growth and margins
- World class sales teams from sports leagues and sponsorship agencies
46
WORLD GOLF TOUR IS THE LEADING REALISTIC DIGITAL GOLF GAME
- Founded in 2005 and continues to be an enduring game with continued growth and profitability 15 years after inception
- Topgolf aggregated WGT in 2016 for its engaged community and talented game developers
- WGT is an online multiplayer virtual golf game that utilizes our proprietary GPS and 3D technology, allowing for a realistic virtual golfing experience
- Players golf on photorealistic recreations of nearly 25 world-famous golf courses
- Revenue is primarily derived from in-app purchases as well as through game offers and advertisements
47
WILLIAM DAVENPORT
Chief Financial Officer
Topgolf Financial Overview
48
KEY FINANCIAL TAKEAWAYS
- Proven Success and Growth Across Business Lines with Clear Line of Sight for Further Expansion
- Significant Investments Made in Recent Years to Drive Growth in Early-Stage Business Lines
- Strong Unit Level Economics And Consistent Performance Across Platform
- FCF Positive Before Discretionary Investments in 2022
- Continued Venue Development and Expansion of Toptracer Range Platform Expected to Drive Future Growth
49
PROVEN SUCCESS AND GROWTH ACROSS BUSINESS
LINES HAVE DRIVEN STRONG MOMENTUM
Revenue ($MM) | Gross Margin ($MM) | Adj. EBITDAS ($MM) | |
1,060 | |||
916 | 2019 PF Adj. | ||
EBITDAS - | |||
862 | |||
$77M (1) | |||
747 | 59 | ||
59 | |||
630 | |||
545 |
10 | |||||||||||||
2017 | 2018 | 2019 | 2017 | 2018 | 2019 | 2017 | 2018 | 2019 | |||||
Venues Segment | Other | Margin: | 86.4% | 86.7% | 86.4% | Margin: | 1.6% | 6.8% | 5.6% | ||||
Adj. EBITDAS impacted by growth in other business lines due to significant investments made in our corporate
overhead, as well as the adoption of new lease accounting standards implemented in 2019
50
(1) 2019 Adjusted EBITDAS unfavorably impacted by $18M due to the adoption of the new lease accounting standards
STRONG GROWTH ACROSS ALL KEY PERFORMANCE METRICS
Revenue ($MM)
$862 | $1,060 |
$630 |
2017 | 2018 | 2019 |
Domestic Venue Count
37 | 47 | 54 | 58 |
2017 | 2018 | 2019 | 3Q20 |
Adj. EBITDAS | Worldwide Fan Touchpoints (MM) (2) | ||||||
2019 PF Adj. | |||||||
EBITDAS - | |||||||
$77M | (1) | 91 | |||||
70 | |||||||
$58.8 | $59.2 | 52 | |||||
$10.4 | |||||||
2017 | 2018 | 2019 | 2017 | 2018 | 2019 | ||
Toptracer Range Bays Installed | International Venue Count | ||||||
7,541 | |||||||
4,065 | 3 | 4 | 4 | 5 | |||
1,574 | |||||||
481 | |||||||
2017 | 2018 | 2019 | 3Q20 | 2017 | 2018 | 2019 | 3Q20 |
- 2019 Adjusted EBITDAS unfavorably impacted by $18M due to the adoption of the new lease accounting standards
- "Fan touchpoints" refer to the connections Topgolf has to members of its fan base. Topgolf calculates fan touchpoints at any point in time based on the total number of venue memberships, social media
subscriptions, SMS subscriptions, e-mail subscriptions and lifetime installs for the Topgolf, Toptracer and World Golf Tour ("WGT") apps. A fan who engages with Topgolf across more than one of these areas, | 51 |
such as by having a venue membership, following Topgolf on one or more social media platforms, subscribing to SMS messages and emails and/or installing one or more of the Topgolf apps, will account for a |
corresponding number of fan touchpoints
TOPTRACER UNIT ECONOMICS
per Bay | $2,000 | |||||
Annual Target Revenue | ||||||
$1,500 | ||||||
Annual Target Cash | ||||||
Adj. EBITDAS per Bay | ||||||
Target Average Cash on | 50% | |||||
Cash Returns1 | ||||||
Est. Bay Installs | Potential Total | Targeted New | ||||
in '20 | WW Bays | Bays per Year | ||||
>3,500 | +650k | 8,000+ |
Note: For most bay installs, GAAP accounting requires Topgolf to recognize revenue upfront for sales-type leases
1 Cash revenue collected from a licensee over the first 12 months of a contract's life less any repair and maintenance and sales commission expenses over the same term, divided by the total cash investment made by Topgolf to install the applicable equipment (inclusive of equipment costs, shipping costs and installation costs)
Summary
- Attractive recurring revenue potential with limited upfront investment of ~$3k per bay
-
Strong upside for independent range owners
- many licensees have reported 25-60% revenue increases - Continued momentum expected to accelerate globally and contribute meaningful EBITDAS
- Ability to deliver connected digital experiences from games to lessons and more
52
VENUES GENERATING ATTRACTIVE ECONOMICS
Target Avg. Venue Revenue1
Target Avg. Venue Level Adj. EBITDAS2
Average Construction Cost per Venue3
Target Average Cash on Cash Returns
$17 M
$5 M
$10-40 M ~50%
Summary
- Target cash-on-cash returns of ~50%
- Venues typically open to strong sales results, followed by a "honeymoon" impact resulting in a ~5% - 10% reduction in year-two revenue
- Experienced operating team, investments in systems, and effective marketing engine provide confidence in driving venue sales and profitability growth
- Positive same-venue-sales growth in last five of six years
1-2 Near- to medium-term blended average across Large, Medium and Small venues | |
3 Topgolf seeks to finance underlying land and 75% of construction costs on the majority of its venues | |
through third-party developer or real estate financing companies | 53 |
TARGETED VENUE-LEVEL ADJUSTED EBITDAS
SUPPORTED BY HISTORICAL RESULTS
$38M
$13M | Summary | |||||
$210M | Other | |||||
Venues 3 | ||||||
2019 | ||||||
Openings | ($74M) | $187M | • Achieved Pro Forma Adjusted EBITDAS | |||
Impact of | ||||||
across 36 historical large venues open prior | ||||||
Financing | ||||||
to 2019 of $210M ($5.8M / venue)1,2 | ||||||
Accounting | ||||||
for Historical | ||||||
Large | • Target Adj. EBITDAS per venue of $5M | |||||
Venues4 | ||||||
driven by expected concentration of third- | ||||||
party financing and mix of venue formats | ||||||
(large, medium, and small) | ||||||
Historical | 2019 Venue- | |||||
Current | Level | |||||
Generation | Adjusted | |||||
Large Venues | EBITDAS5 | |||||
PF Adj. | ||||||
EBITDAS1,2 | ||||||
# of | 36 | 8 | 10 | 54 | ||
Venues: | ||||||
1 | Excluding Las Vegas and venues opened prior to 2014. We believe current generation venues (those opened since January 1, 2014) are more representative of our newer large venues | |
2 | Adjusted EBITDAS pro forma for our planned approach to financing new venues where third-party financed venues are expected to be classified as deemed landlord financing (DLF) versus operating lease venues | |
(which is how historical third-party financed venues are treated in 2019). Under GAAP DLF accounting rent expense for financed venues is classified as interest expense | 54 | |
3 | Includes Las Vegas, large venues opened prior to 2014, and medium sized venues | |
4 | Rent expense for historical current generation large venues. Under our planned approach to financing new venues, rent expense is expected to be classified as interest expense per GAAP DLF accounting | |
5 | Before pre-opening costs and other corporate overhead |
VENUE PROFITABILITY IS SUPPORTING GROWTH INVESTMENTS IN PROVEN COMPLEMENTARY BUSINESS LINES
$187M
Summary | ||||
• Invested ahead of growth in order to scale | ||||
rapidly | ||||
• Complementary business lines are poised to | ||||
($109M) | generate future profit due to strong | |||
Overhead | foundations created 2017-2019 | |||
($18M) | ($1M) | $59M | ||
Pre-Opening | Other | • Future Adj. EBITDAS growth driven by: | ||
Costs | Business | |||
Lines | • | New venue growth | ||
• Growth curve of Toptracer and | ||||
International | ||||
2019 Venue- | 2019 Topgolf | • More selective approach to strategic | ||
investments | ||||
Level | Adjusted | |||
Adjusted | EBITDAS | |||
EBITDAS |
55
HOW TO THINK ABOUT THE FY22 ADJUSTED EBITDAS
Illustrative
Adj. EBITDAS ($M)
• Start with the FY19 Adjusted EBITDAS | $59 |
- Assumes existing venues perform at 2019 levels
- Growth in the Venue business
• | Annualized FY19 venues | $15 |
• New FY20 and FY21 venues (13 venues * $5M/venue) | $65 | |
• | Partial year FY22 venues (10 venues * $5M/venue * 50% open) | $25 |
- Growth in Toptracer business
- 8K new Toptracer bay installs in 2022 (~85% upfront per sales-type lease accounting)
• ~5K incremental bays over 2019 * $1,500 EBITDAS / Year * 4-year avg contract * 85% | $26 | |
• | Incremental EBITDA from cumulative bay installs and renewals (~$2M / year) | $2 |
• | Incremental operating expenses to support Toptracer startup growth | ($8) |
- Overhead to deliver new Venue and Toptracer Range installs growth
• Grow overhead expense at cost of living with additional support for new venue growth and | ~($25) | |
Toptracer install pace | ||
• | Add in growth from international and media/sponsorship | TBD |
• | Add in some contingency for market volatility | TBD |
56
TOPGOLF COVID UPDATE & OUTLOOK
COVID-19 Initial Response
- All venues closed by March 18, 2020
- Within two weeks of venue closure, Topgolf implemented significant cost reductions, negotiated rent deferrals and trade extensions
- Reduced venue and corporate associates to essential levels to navigate closure and reopening
- Suspended new venue development until venues reopened and sufficient liquidity demonstrated
- Reduced or suspended other discretionary capital expenditures including venue maintenance, venue initiative, technology projects, and other discretionary capital expenditures
- Raised over $150M in equity (initial series H and conversion of note) from existing shareholders
- Successfully amended Topgolf's Term Loan / Revolving Credit facility to provide covenant relief through Q2'22 while maintaining operational flexibility
COVID-19 Update
- Topgolf safely reopened all venues by September 7, 2020
- Continue to manage evolving government restrictions
- Rapid return to venues with Q3 same venue revenue performance 76% vs. 2019 and recent trends improved to 80-85% in September and October
57
BRIAN LYNCH | CHIP BREWER |
EVP, Chief Financial | Chief Executive Officer |
Officer
Realizing the Full Potential of Topgolf
58
WELL-POSITIONED TO FUND FUTURE GROWTH
- Ample liquidity to accelerate momentum
- More than $630M of cash and available facilities as of Q3, nearly $300M higher than same period of 2019
- Significant projected excess capital provides cushion well above need
- Callaway investments near-complete, clear focus on Topgolf growth initiatives
- Callaway investment in ball manufacturing, distribution centers and soft goods infrastructure now substantially complete
- Strong cash generation to fund Topgolf domestic venue expansion
- Toptracer Range and Media continue to be high-growth,capital-light business lines requiring minimal investment contribution
- Capable of delivering on growth plans while paying down debt
- Funded leverage of approximately 3.6x in 2022, with opportunities to de-lever from there
- By 2024, Topgolf is self funding and cash flow positive
Strong ability to finance growth initiatives while efficiently paying down debt
59
GROWTH CAPITAL FROM CALLAWAY WILL DRIVE PENETRATION INTO ADDRESSABLE MARKET
Capital Usage Breakdown
Venue Maintenance | |
9% | |
Capex | |
27% | Other Non-Venue |
Growth | |
Investments1 |
Proven flexibility to
manage capex spend to respond to significant changes (e.g. closures)
64% | Venue Growth |
Capex |
'21 - '23
Summary
- $325M in growth capital from Callaway through 2023 primarily to fund new venue growth and other discretionary investments until the company generates positive free cash flow, as projected in 2024
- Expected to drive penetration into addressable market across Venues, International, and Toptracer
- Topgolf estimates it will be free cash flow positive before discretionary investments in 2022
Proven flexibility to manage capital and development for new venues and other non-venue investments
1 Non-venue growth investments include Toptracer in-venue installs, venue initiative spend, technology initiatives, and other investments
60
WHY THIS IS A GREAT DEAL
Reasons these businesses are poised for long-term success:
Callaway business | Topgolf business |
• Golf Equipment is a profitable and stable business with tailwinds from | • Will continue to provide great customer experiences / guest satisfaction |
recent increases in participation | • Can continue to open ~10 owned venues per year and by 2022 these |
• Golf / active lifestyle apparel brands recovering quickly and will continue | |
will deliver targeted EBITDAS | |
to focus on DTC and leveraging scale of CG business. This will deliver | • Can open 8,000 Toptracer bays per year that will deliver targeted |
long term faster overall growth and operating leverage. | |
EBITDAS | |
• Callaway combined 2022 EBITDAS will be > than 2019 | • Will leverage opex and drive international growth post 2022 |
Combined company |
- Will have adequate liquidity to fund both businesses
- Will have the ability to alter the capital needs model to respond to new external factors / volatility as it may develop. Our model and attractive shareholder return estimates are not overly sensitive to expected near term volatility
- Will have enough liquidity in the short-term to be able to weather a second full shut down related to COVID-19 and still deliver positive economic returns to shareholders
None of the above factors in the incredible upside of synergies and creating an unrivaled golf ecosystem
61
CALLAWAY + TOPGOLF = A NEW TYPE OF GOLF COMPANY
An Unrivaled Tech Enabled Golf Company Delivering Equipment, Apparel and
Entertainment
First-Mover Positioned to Create Long-term Competitive Advantages
Clear Path to Deliver Exceptional Growth and Strong Shareholder Returns
62
Q&A
63
APPENDIX
64
APPENDIX: MAJORITY OF TOPGOLF'S ADDRESSABLE MARKET REMAINS
FOR EACH BUSINESS LINE
Domestic Venues | Toptracer Range | International | Media | Total | |
Venues | |||||
200 venues | 152,500 bays1 | 250 venues | ~2 Game Potential; | ||
Identified path to: | $1.50 sponsorships | ||||
revenue / visit | |||||
Unit-level Revenue2 | $6-24M | $2,000 / Bay | $1.1M / Venue | N/A | |
Total Revenue | $3,000M | $305M | $275M | $240M | $3,820M |
Adjusted EBITDAS | $3.5M | $1,500 / Bay5 | $0.9M | N/A | |
per Unit3 | |||||
Business Unit Adjusted | $700M | $230M | $225M | $110M | $1,265M |
EBITDAS4 | |||||
- Assumes 23% market share of worldwide addressable market of 650,000 bays
- For venues: assumes higher mix of Small venues in outer years of growth opportunities
- EBITDAS. The Company provides information about its results excluding interest, taxes, depreciation and amortization expense, and non-cash stock compensation expense. Additionally, EBITDAS excludes these same line items from forecasted net income. A long-term forecast of each of these line items is not available without unreasonable efforts due to the variability of these items and the inability to predict them with certainty. Accordingly, we have not provided a further reconciliation of EBITDAS to GAAP net income.
4 | Excludes overhead and opening cost | 65 |
5 | Cash EBITDAS |
APPENDIX: 2022 EBITDA SUPPLEMENT AND NON-GAAP RECONCILIATION
Combined Company | |||||
Supplemental Financial Information and Non-GAAP Reconciliation | |||||
(Unaudited) | |||||
Twelve months ended December | |||||
Twelve months ended December31, 2019 | 31, 2022 | ||||
Callaway Golf | Topgolf | Combined | Combined | ||
Revenue | $1,701.1 | $1,059.9 | $2,761.0 | $3,202.6 | |
Gross Margin | 766.8 | 916.0 | 1,682.8 | 2,094.9 | |
% of Sales | 45.1% | 86.4% | 60.9% | 65.4% | |
Opex | 634.1 | 990.2 | 1,624.3 | 1,948.8 | |
% of Sales | 37.3% | 93.4% | 58.8% | 60.9% | |
Other Income (expense) | (36.9) | (40.9) | (77.8) | (127.3) | |
Income Tax Provision (benefit) | 16.5 | (0.2) | 16.3 | 26.0 | |
Net Income (Loss) | $79.4 | $(114.9) | $(35.5) | $(7.2) | |
Interest Expense, net | 38.5 | 40.9 | 79.4 | 127.3 | |
Income Tax Expense (benefit) | 16.5 | (0.2) | 16.3 | 26.0 | |
Depreciation and Amortization | 35.0 | 98.0 | 133.0 | 180.3 | |
Non-cash Stock Comp | 12.9 | 7.1 | 20.0 | 22.9 | |
Non-cash Rent | 0.4 | 16.9 | 17.2 | 10.7 | |
Non-recurring costs and non-cash charges, before taxes | 28.0 | 11.3 | 39.3 | 0.0 | |
(1) | |||||
Adjusted EBITDAS | $210.7 | $59.2 | $269.9 | $360.0 |
1 Callaway Golf charges include: Non-recurring transaction and transition costs associated with the acquisition of Jack Wolfskin, including banker's fees, legal fees, consulting and travel expenses, audit fees and valuations services, as well as non- cash charges related to the valuation of acquired inventory, in addition to other non-recurring advisory fees. Topgolf charges include: Venue closure costs, a regulatory settlement reserve, the remeasurement of a contingent earnout obligation, and the remeasurement of a stock-warrant liability.
Note: The Company is providing information about its long-term forecasted results subsequent to December 31, 2022, excluding interest, taxes, depreciation and amortization expense, and non-cash stock compensation expense. A long-term | 66 |
forecast of each of these line items is not available without unreasonable efforts due to the variability of these items and the inability to predict them with certainty. Accordingly, we have not provided a further reconciliation for long-term forecasted | |
Adjusted EBITDAS to GAAP net income. |
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Callaway Golf Company published this content on 12 November 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 November 2020 17:22:07 UTC