UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
November 23, 2005
Date of Report (Date of earliest event reported)
CALLAWAY GOLF COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-10962 95-3797580
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2180 Rutherford Road, Carlsbad, CA 92008-7328
(Address of principal executive offices) (Zip Code)
(760) 931-1771
Registrant's telephone number, including area code
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.*
On November 23, 2005, Callaway Golf Company issued a press release
captioned "Callaway Golf Company Declares Dividend and Announces Plans to
Repurchase up to $50 Million of Common Stock," announcing that the Board of
Directors authorized a new $50 million stock repurchase program. The press
release also announced that the Board of Directors declared a dividend of $.07
per share, payable December 21, 2005, to shareholders of record as of December
6, 2005.
A copy of the press release is attached hereto as Exhibit 99.1 and
incorporated herein by this reference.
Item 9.01 Financial Statements and Exhibits.*
(d) Exhibits:
--------
The following exhibit is filed with this report on Form 8-K:
Exhibit No. Description
----------- -----------
99.1 Press release, dated November 23, 2005, captioned,
"Callaway Golf Company Declares Dividend and
Announces Plans to Repurchase up to $50 Million of
Common Stock."
*The information furnished under Item 7.01 and Item 9.01 of this Current
Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that section, nor shall it
be deemed incorporated by reference in any registration statement or other
filing under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CALLAWAY GOLF COMPANY
Date: November 23, 2005 By: /s/ Bradley J. Holiday
-----------------------------------
Name: Bradley J. Holiday
Title: Senior Executive Vice President
and Chief Financial Officer
Exhibit Index
-------------
Exhibit Number Description
- -------------- -----------
99.1 Press release, dated November 23, 2005, captioned
"Callaway Golf Company Declares Dividend and
Announces Plans to Repurchase up to $50 Million of
Common Stock."
EXHIBIT 99.1
Callaway Golf Company Declares Dividend and Announces Plans to Repurchase
up to $50 Million of Common Stock
CARLSBAD, Calif.--(BUSINESS WIRE)--Nov. 23, 2005--Callaway Golf
Company (NYSE:ELY) announced today that the Board of Directors has
authorized the Company to repurchase up to $50 million of the
Company's common stock in open market or in private transactions
beginning in the first quarter of 2006. The Company will assess market
conditions and buying opportunities from time to time and will make
strategic repurchases as appropriate. The repurchases will be made
consistent with the terms of the Company's credit facility which
defines the amount of stock that can be repurchased in any one year,
but the Company expects to complete the repurchase program within
three years. The new stock repurchase program supersedes all prior
stock repurchase authorizations.
The Company also announced that the Board of Directors declared a
dividend of $.07 per share, payable December 21, 2005, to shareholders
of record as of December 6, 2005.
Through an unwavering commitment to innovation, Callaway Golf
creates products and services designed to make every golfer a better
golfer. Callaway Golf Company manufactures and sells golf clubs and
golf balls, and sells golf accessories, under the Callaway Golf(R),
Top-Flite(R), Odyssey(R) and Ben Hogan(R) brands. For more information
visit www.callawaygolf.com.
CONTACT: Callaway Golf Company
Brad Holiday, Larry Dorman
760-931-1771