Callaway Golf Company Announces Record Net Sales For The Fourth Quarter Of 2020

February 10, 2021 at 4:20 PM EST

CARLSBAD, Calif., Feb. 10, 2021 /PRNewswire/ --

  • Fourth quarter 2020 consolidated net sales of $375 million, a new record for the Company and a 20% increase compared to the fourth quarter of 2019, including:
    • +48.5% growth in Golf Club sales
    • +14.3% growth in Golf Ball sales
    • +8.7% growth in Apparel sales

Callaway Golf Company (the "Company" or "Callaway Golf") (NYSE: ELY) announced today financial results for the fourth quarter and year ended December 31, 2020.

"We are very pleased with how strongly our business finished 2020 with our consolidated fourth quarter net sales increasing 20% compared to the same period in 2019," commented Chip Brewer, President and Chief Executive Officer of the Company. "This increase reflects continued unprecedented demand in our golf equipment business and a quicker than expected recovery in our soft goods business led by sales of TravisMathew and Jack Wolfskin apparel. We are very thankful we were able to finish 2020 with strong brand momentum and a strong balance sheet. We are mindful, however, that COVID-19 is still present and our hearts go out to all those around the globe who have been impacted by it."

"Looking forward, we anticipate COVID-19 will continue to negatively impact our business in 2021 given the continued government shutdown orders and other restrictions around the world, although to a lesser degree than in 2020," continued Mr. Brewer. "We anticipate that our continued brand momentum, increased demand for golf equipment and recovery in our soft goods business will continue into 2021 and therefore help mitigate that impact.  We are also excited about our pending merger with Topgolf which is on track, subject to shareholder approval, to close in the first quarter of 2021. All in all, we are cautiously optimistic as we enter 2021 and believe 2021 will be a stepping stone to more normal conditions and the resulting transformational growth we have projected for 2022."

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 certain non-cash amortization of intangibles and other assets related to the Company's acquisitions, non-recurring transaction and transition costs related to acquisitions, and other non-recurring costs, including costs related to the proposed merger with Topgolf International, Inc. ("Topgolf"), transition to the Company's new North American Distribution Center, implementation of a new IT system for Jack Wolfskin, severance costs related to the Company's cost-reduction initiatives, the $174 million non-cash impairment charge in 2020 related to the Jack Wolfskin goodwill and trade name, as well as non-cash amortization of the debt discount related to the Company's convertible notes. The Company also provided sales information on a constant currency basis and information regarding its earnings before interest, taxes, depreciation and amortization expenses, non-cash stock compensation expense, and the non-recurring and non-cash items previously mentioned ("Adjusted EBITDAS"). The manner in which this non-GAAP information is derived is discussed further 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 Fourth Quarter 2020 Financial Results

The Company announced the following GAAP and non-GAAP financial results for the fourth quarter of 2020 (in millions, except EPS):

 

GAAP RESULTS

 

NON-GAAP PRESENTATION

 

Q4 2020

 

Q4 2019

Change

 

 

Q4 2020
Non-GAAP

Q4 2019
Non-GAAP

Change

Net Sales

$375

$312

$63

 

$375

$312

$63

Gross Profit

$139

$130

$9

 

$139

$132

$7

% of Sales

37.1%

41.7%

(460) bps

 

37.2%

42.4%

(520) bps

Operating Expenses

$171

$153

$18

 

$162

$148

$14

Other Income / (Expense)

($15)

($9)

($6)

 

($13)

($9)

($4)

Income Tax Provision/(Benefit)

($7)

($2)

($5)

 

($4)

($1)

($3)

Net Income/(Loss)

($41)

($29)

($12)

 

($31)

($24)

($7)

Loss Per Share

($0.43)

($0.31)

($0.12)

 

($0.33)

($0.26)

($0.07)

 

   

Q4 2020

Q4 2019

Change

Adjusted EBITDAS

($12)

($6)

($6)

For the fourth quarter of 2020, the Company's net sales increased $63 million (20%) to $375 million, a new fourth quarter record for the Company, compared to $312 million for the same period in 2019. This increase was driven by a 40% increase in the golf equipment segment resulting from the continued high demand for golf products late into the year as well as the strength of the Company's product offerings across all skill levels. The Company's soft goods segment also continued its strong rebound during the fourth quarter of 2020, with sales increasing 1% versus the same period in 2019.  Changes in foreign currency rates had a $9 million favorable impact on fourth quarter 2020 net sales.

For the fourth quarter of 2020, the Company's gross margin decreased 460 basis points to 37.1% compared to 41.7% for the fourth quarter of 2019.  Non-GAAP gross margin decreased 520 basis points to 37.2% compared to 42.4% for the fourth quarter of 2019. The decrease was primarily attributable to the Company's proactive inventory reduction initiatives in the soft goods segment, increased operational costs due to COVID-19 and increased freight costs associated with higher rates and higher mix of air shipments in order to meet demand. These decreases were partially offset by favorable changes in foreign currency exchange rates and an increase in the Company's e-commerce sales.

Operating expenses increased $18 million to $171 million in the fourth quarter of 2020 compared to $153 million for the same period in 2019. Non-GAAP operating expenses for the fourth quarter of 2020 were $162 million, an increase of $14 million compared to the fourth quarter of 2019. This increase was primarily driven by the Company's decision to pay back employees (other than executive officers) for their reduced salary levels for a portion of the year, increased variable expenses related to higher sales, continued investments in the Company's new businesses and unfavorable changes in foreign exchange rates.

Fourth quarter 2020 loss per share was ($0.43), compared to loss per share of ($0.31) for the fourth quarter of 2019. Non-GAAP fourth quarter 2020 loss per share was ($0.33), compared to loss per share of ($0.26) for the fourth quarter of 2019.

Summary of Full Year 2020 Financial Results

The Company announced the following GAAP and non-GAAP financial results for the full year of 2020 (in millions, except EPS):

 

GAAP RESULTS

 

NON-GAAP PRESENTATION

 

Full Year
2020

 

Full Year
2019

Change

 

 

Full Year 2020
Non-GAAP

Full Year 2019
Non-GAAP

Change

Net Sales

$1,589

$1,701

($112)

 

$1,589

$1,701

($112)

Gross Profit

$658

$767

($109)

 

$665

$779

($114)

% of Sales

41.4%

45.1%

(370) bps

 

41.8%

45.8%

(400) bps

Operating Expenses

$763

$634

$129

 

$570

$617

($47)

Other Income / (Expense)

($22)

($37)

$15

 

($16)

($33)

$17

Income Tax Provision/(Benefit)

($1)

$17

($18)

 

$15

$24

($9)

Net Income/(Loss)

($127)

$79

($206)

 

$64

$106

($42)

Earnings/(Loss) Per Share

($1.35)

$0.82

($2.17)

 

$0.67

$1.10

($0.43)

 

   

FY 2020

FY 2019

Change

Adjusted EBITDAS

$165

$210

($45)

The Company's net sales decreased $112 million (7%) to $1,589 million in 2020, compared to $1,701 million in 2019. This decrease reflects a 16% decrease in the soft goods segment globally due to the negative impact of the COVID-19 pandemic, including the temporary closure of most of the Company's operations and retail doors during the second quarter of 2020, with additional closures in the fourth quarter of 2020. This decrease was partially offset by the golf equipment segment, which saw strong momentum during the second half of the year and resulted in the segment being slightly up year over year, as well as a significant increase in the Company's e-commerce sales in 2020 compared to 2019.  Changes in foreign currency rates had an $11 million positive impact on 2020 net sales.

The Company's 2020 gross margin decreased 370 basis points to 41.4% compared to 45.1% in 2019.  Non-GAAP gross margin decreased 400 basis points to 41.8% in 2020 compared to 45.8% in 2019. The decrease in non-GAAP gross margin was primarily attributable to the decrease in sales related to the COVID-19 pandemic, the proactive soft goods inventory reduction initiatives, and costs associated with idle facilities during the government mandated shutdown. The decrease in gross margin was partially offset by favorable changes in foreign currency exchange rates and favorable mix created by an increase in the Company's e-commerce sales.    

Operating expenses increased $129 million to $763 million in 2020 compared to $634 million in 2019. The increase was primarily due to a $174 million non-cash impairment charge related to the Jack Wolfskin goodwill and trade name. Excluding the non-cash impairment charge and other items mentioned above, non-GAAP operating expenses were $570 million in 2020, a decrease of $47 million compared to 2019. This decrease was driven by the cost reduction actions the Company began in March 2020 in response to the COVID-19 pandemic as well as lower variable expenses partially offset by continued investments in the Company's new businesses and unfavorable impacts of foreign exchange rates.

2020 loss per share was $1.35, compared to fully diluted earnings per share of $0.82 for 2019. Excluding the impairment charge and the other non-recurring items mentioned above, 2020 non-GAAP fully diluted earnings per share was $0.67, compared to fully diluted earnings per share of $1.10 for 2019. The non-GAAP earnings in 2020 included foreign currency related gains of approximately $0.20 per share (including approximately $0.09 per share related to the settlement of a cross-currency swap program), compared to approximately $0.03 per share of foreign currency related gains in 2019.

Outlook - Callaway Golf

Given the continued uncertainty related to COVID-19, the Company is not providing sales and earnings guidance for 2021 at this time. The Company, however, did highlight certain factors that are expected to affect 2021 financial results. 

Net Sales. The Company noted that on a pre-merger basis (which includes only Callaway Golf's business and does not take into account Topgolf's business following the proposed merger), its consolidated net sales for the first quarter of 2021 will exceed 2020 net sales but will continue to be negatively impacted by COVID-19. More specifically, the Company's soft goods business will continue to be impacted by the regulatory shut down orders in Europe and Asia during the first quarter but then should strengthen during the balance of the year as the regulatory restrictions subside.  The Company's golf equipment business is expected to be impacted by temporary supply constraints caused by COVID-19 during the first quarter, which could affect the Company's ability to fulfill all of the robust demand in its golf equipment business. The Company believes there are opportunities for supply to catch up beginning in the second quarter.   

Gross Margin. On a pre-merger basis, full year 2021 non-GAAP gross profit as a percent of net sales ("gross margin") will also be negatively impacted by increased operational costs due to COVID-19, including higher labor costs, logistical challenges as well as increased freight expense resulting from a shortage of ocean freight containers. The freight container shortage alone is estimated to have a negative $13 million impact on freight costs in 2021 (with a substantial majority of the impact occurring during the first half). The Company believes that its full year 2021 gross margin will be approximately the same as in 2019 despite these gross margin headwinds.    

Operating Expenses.  On a pre-merger basis, full year 2021 non-GAAP operating expenses are estimated to be approximately $70 million-$80 million higher compared to full year 2019 non-GAAP operating expenses. In addition to the negative impact of changes in foreign currency rates (estimated to be approximately $20 million) and inflationary pressures, the increased operating expenses generally reflect continued investment in the Company's current business. This investment includes (i) investment needed to assume the Korea apparel business from its current licensee in the back-half of 2021, (ii) investment in pro tour, and (iii) continued investment in the soft goods business, including the TravisMathew business related to opening new retail doors, investment in infrastructure and systems and investments related to new market expansion for Jack Wolfskin in North America and Japan.  The Company believes that these investments will continue to drive growth in sales and profits but expects to incur the expenses for these investments prior to receiving the associated benefits.

Other Income/Expense.  In 2020, the Company realized gains from certain foreign currency hedges in the aggregate amount of approximately $25 million.  These gains are not expected to repeat in 2021.

Conference Call and Webcast

The Company will be holding a conference call at 2:00 p.m. Pacific time 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 two hours after the call ends, and will remain available through 9:00 p.m. Pacific time on February 17, 2021.  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.

Non-Recurring and Non-cash Adjustments. The Company provided information excluding certain non-cash amortization of intangibles and other assets related to the Company's acquisitions, non-recurring transaction and transition costs related to acquisitions, and other non-recurring costs, including costs related to the proposed Topgolf merger, the transition to the Company's new North American Distribution Center, implementation of a new IT system for Jack Wolfskin, severance costs related to the Company's cost-reduction initiatives, the $174 million non-cash impairment charge related to the Jack Wolfskin goodwill and trade name, as well as non-cash amortization of the debt discount related to the Company's convertible notes.

Adjusted EBITDAS.  The Company provides information about its results excluding interest, taxes, depreciation and amortization expenses, non-cash stock compensation expense, and the non-recurring and non-cash items referenced above. 

In addition, the Company has included in the schedules attached to this release a reconciliation of certain non-GAAP information to the most directly comparable 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 with regard to these items. The Company has provided reconciling information in the attached schedules.

Additional Information and Where You Can Find It

The Company has filed with the SEC a registration statement on Form S-4, which includes the proxy statement of the Company that also constitutes a prospectus of the Company and a consent solicitation statement of Topgolf (the "proxy statement/prospectus/consent solicitation").  INVESTORS AND STOCKHOLDERS ARE URGED TO CAREFULLY READ THE PROXY STATEMENT/PROSPECTUS/ CONSENT SOLICITATION, AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, TOPGOLF, THE PROPOSED TRANSACTION AND RELATED MATTERS.  Investors and stockholders  are 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  are able to obtain free copies of the proxy statement/prospectus/consent solicitation and other documents filed with the SEC on the Company's website at https://www.callawaygolf.com (for documents filed with the SEC by the Company).

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

The Company, Topgolf, and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of the Company 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 the Company and Topgolf, respectively, in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in the proxy statement/prospectus/consent solicitation.  Information regarding the Company's directors and executive officers is contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2019 and its Revised Definitive Proxy Statement on Schedule 14A, dated March 27, 2020, which are filed with the SEC and can be obtained free of charge from the sources indicated above.

Forward-Looking Statements

Statements used in this press release that relate to future plans, events, financial results, performance, prospects, or growth opportunities, including statements relating to the Company's financial outlook for 2021 (including net sales, gross margin, operating expenses and other income/expense), continued impact of the COVID-19 pandemic on the Company's business and the Company's ability to improve and recover from such impact, impact of any measures taken to mitigate the effect of the pandemic, strength of the Company's products and continued brand momentum, demand for golf equipment, the Company's continued efforts to invest in the business, impact from  increased operating costs and supply constraints on the Company, post-pandemic consumer trends and behavior, future industry and market conditions,  the benefits of the business combination transaction involving the Company and Topgolf, including the anticipated operations, financial position, liquidity, performance, prospects or growth and scale opportunities of the Company, Topgolf or the combined company, the strategies, prospects, plans, expectations or objectives of management of the Company 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, are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. The words "believe," "expect," "estimate," "could," "should," "intend," "may," "plan," "seek," "anticipate," "project" 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. These statements are based upon current information and expectations. Accurately estimating the forward-looking statements is based upon various risks and unknowns, including disruptions to business operations from additional regulatory restrictions in response to COVID-19 pandemic (such as travel restrictions, government-mandated shut-down orders or quarantines) or voluntary "social distancing" that affects employees, customers and suppliers; risks and uncertainties related to the Company's pending merger with Topgolf, including the failure to obtain, or delays in obtaining shareholder approval or required regulatory approval, the risk that such regulatory approval may result in the imposition of conditions that could adversely affect the Company or the expected benefits of the proposed transaction, any termination fee that may be payable by the Company 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 the Company's and/or Topgolf's employees, customers, suppliers and other business partners; the risk of litigation or regulatory actions to the Company and/or Topgolf; 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 ongoing impact of the COVID-19 pandemic, and related decreases in customer demand/spending  and ongoing increases in operating costs and supply constraints; the Company's level of indebtedness; continued availability of credit facilities and liquidity and ability to comply with applicable debt covenants; effectiveness of capital allocation and cost/expense reduction efforts; continued brand momentum and product success; growth in the direct-to-consumer and e-commerce channels; ability to realize the benefits of the continued investments in the Company's business; consumer acceptance of and demand for the Company's and its subsidiaries' products; competitive and inflationary  pressures; any changes in U.S. trade, tax or other policies, including restrictions on imports or an increase in import tariffs; 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 the effect of terrorist activity, armed conflict, natural disasters or pandemic diseases, including expanded outbreak of COVID-19, on the economy generally, on the level of demand for the Company's and its subsidiaries' products or on the Company's ability to manage its operations, supply chain and delivery logistics in such an environment; 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; and a decrease in participation levels in golf generally, during or as a result of the COVID-19 pandemic. For additional information concerning these and other risks and uncertainties that could affect these statements and the Company's business, see the Company'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 the Company's reports on Forms 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 Company
Callaway Golf Company (NYSE: ELY) is a premium golf equipment and active lifestyle company with a portfolio of global brands, including Callaway Golf, Odyssey, OGIO, TravisMathew and Jack Wolfskin. Through an unwavering commitment to innovation, Callaway manufactures and sells premium golf clubs, golf balls, golf and lifestyle bags, golf and lifestyle apparel and other accessories. For more information please visit www.callawaygolf.com, www.odysseygolf.com, www.OGIO.com, www.travismathew.com, and www.jack-wolfskin.com.

Contacts:

Brian Lynch

 

Patrick Burke

 

(760) 931-1771

 

CALLAWAY GOLF COMPANY

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

 
 

December 31,

2020

 

December 31,

2019

ASSETS

         
           

Current assets:

         

Cash and cash equivalents

 

$

366,119

     

$

106,666

 

Accounts receivable, net

 

138,482

     

140,455

 

Inventories

 

352,544

     

456,639

 

Other current assets

 

55,482

     

85,590

 

Total current assets

 

912,627

     

789,350

 
           

Property, plant and equipment, net

 

146,495

     

132,760

 

Operating lease right-of-use assets, net

 

194,776

     

160,098

 

Intangible assets, net

 

540,997

     

697,166

 

Deferred taxes, net

 

59,735

     

73,948

 

Investment in golf-related ventures

 

111,442

     

90,134

 

Other assets

 

14,528

     

17,092

 

Total assets

 

$

1,980,600

     

$

1,960,548

 
           

LIABILITIES AND SHAREHOLDERS' EQUITY

         
           

Current liabilities:

         

Accounts payable and accrued expenses

 

$

278,755

     

$

276,300

 

Accrued employee compensation and benefits

 

30,937

     

46,891

 

Asset-based credit facilities

 

22,130

     

144,580

 

Accrued warranty expense

 

9,364

     

9,636

 

Current operating lease liabilities

 

29,579

     

26,418

 

Long-term debt, current portion

 

14,599

     

7,317

 

Income tax liability

 

5,908

     

12,104

 

Total current liabilities

 

391,272

     

523,246

 
           

Long-term debt

 

650,564

     

443,259

 

Long-term operating lease liabilities

 

177,996

     

137,696

 

Long-term liabilities

 

85,124

     

88,994

 

Total Callaway Golf Company shareholders' equity

 

675,644

     

767,353

 

Total liabilities and shareholders' equity

 

$

1,980,600

     

$

1,960,548

 

 

CALLAWAY GOLF COMPANY

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 
 

Three Months Ended

December 31,

 

2020

 

2019

Net sales

$

374,629

   

$

311,941

 

Cost of sales

235,506

   

181,793

 

Gross profit

139,123

   

130,148

 

Operating expenses:

     

Selling

106,733

   

103,820

 

General and administrative

51,744

   

36,563

 

Research and development

12,901

   

12,421

 

Total operating expenses

171,378

   

152,804

 

Loss from operations

(32,255)

   

(22,656)

 

Other expense, net

(15,445)

   

(8,914)

 

Loss before income taxes

(47,700)

   

(31,570)

 

Income tax benefit

(7,124)

   

(2,352)

 

Net loss

$

(40,576)

   

$

(29,218)

 
       

Loss per common share:

     

Basic

($0.43)

   

($0.31)

 

Diluted

($0.43)

   

($0.31)

 

Weighted-average common shares outstanding:

     

Basic

94,185

   

94,154

 

Diluted

94,185

   

94,154

 
       
 

Year Ended

December 31,

 

2020

 

2019

Net sales

$

1,589,460

   

$

1,701,063

 

Cost of sales

931,875

   

934,276

 

Gross profit

657,585

   

766,787

 

Operating expenses:

     

Selling

391,815

   

438,238

 

General and administrative

150,716

   

145,302

 

Research and development

46,300

   

50,579

 

Goodwill and tradename impairment

174,269

   

 

Total operating expenses

763,100

   

634,119

 

Income (loss) from operations

(105,515)

   

132,668

 

Other expense, net

(21,963)

   

(36,899)

 

Income (loss) before income taxes

(127,478)

   

95,769

 

Income tax (benefit) provision

(544)

   

16,540

 

Net income (loss)

(126,934)

   

79,229

 

Less: Net loss attributable to non-controlling interests

   

(179)

 

Net income (loss) attributable to Callaway Golf Company

$

(126,934)

   

$

79,408

 
       

Earnings (loss) per common share:

     

Basic

($1.35)

   

$0.84

 

Diluted

($1.35)

   

$0.82

 

Weighted-average common shares outstanding:

     

Basic

94,201

   

94,251

 

Diluted

94,201

   

96,287

 

 

CALLAWAY GOLF COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 
 

Year Ended

December 31,

 

2020

 

2019

Cash flows from operating activities:

     

Net income (loss)

$

(126,934)

   

$

79,229

 

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

     

   Depreciation and amortization

39,508

   

34,951

 

   Lease amortization expense

32,730

   

30,893

 

   Amortization of debt issuance costs

4,200

   

3,262

 

   Debt discount amortization

6,331

   

 

   Inventory step-up on acquisition

   

10,885

 

   Impairment loss

174,269

   

 

   Deferred taxes, net

(12,507)

   

(1,381)

 

   Non-cash share-based compensation

10,927

   

12,896

 

   Loss on disposal of long-lived assets

336

   

218

 

   Gain on conversion of note receivable

(1,252)

   

 

   Unrealized net losses on hedging instruments and foreign currency

2,750

   

3,642

 

Changes in assets and liabilities

97,880

   

(88,045)

 

Net cash provided by operating activities

228,238

   

86,550

 
       

Cash flows from investing activities:

     

Capital expenditures

(39,262)

   

(54,702)

 

Investments in golf related ventures

(19,999)

   

(17,897)

 

Acquisitions, net of cash acquired

   

(463,105)

 

Proceeds from sales of property and equipment

49

   

38

 

Net cash used in investing activities

(59,212)

   

(535,666)

 
       

Cash flows from financing activities:

     

Proceeds from issuance of convertible notes

258,750

   

 

Proceeds from issuance of long-term debt

37,728

   

493,167

 

Premium paid for capped call confirmations

(31,775)

   

 

Debt issuance cost

(9,102)

   

(19,091)

 

(Repayments of) proceeds from credit facilities, net

(122,450)

   

105,850

 

Repayments of long-term debt

(12,437)

   

(36,685)

 

Repayments of financing leases

(792)

   

(706)

 

Exercise of stock options

248

   

368

 

Dividends paid, net

(1,891)

   

(3,776)

 

Acquisition of treasury stock

(22,213)

   

(28,073)

 

Purchase of non-controlling interest

   

(18,538)

 

Net cash provided by financing activities

96,066

   

492,516

 
       

Effect of exchange rate changes on cash and cash equivalents

(5,639)

   

(715)

 

Net increase in cash and cash equivalents

259,453

   

42,685

 

Cash and cash equivalents at beginning of period

106,666

   

63,981

 

Cash and cash equivalents at end of period

$

366,119

   

$

106,666

 

 

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

December 31,

 

Growth / (Decline)

 

Non-GAAP

Constant

Currency

vs. 2019(1)

 

Year Ended

December 31,

 

Growth / (Decline)

 

Non-GAAP

Constant

Currency

vs. 2019(1)

 

2020

 

2019

 

Dollars

 

Percent

 

Percent

 

2020

 

2019

 

Dollars

 

Percent

 

Percent

Net sales:

                                         

Golf Clubs

$

170,452

   

$

114,779

   

$

55,673

   

48.5

%

 

46.1

%

   

$

787,072

   

$

768,310

   

$

18,762

   

2.4

%

 

2.1

%

 

Golf Balls

43,342

   

37,920

   

5,422

   

14.3

%

 

12.7

%

   

195,603

   

210,863

   

(15,260)

   

(7.2)

%

 

(7.4)

%

 

Apparel

110,071

   

101,273

   

8,798

   

8.7

%

 

4.8

%

   

349,272

   

410,712

   

(61,440)

   

(15.0)

%

 

(16.3)

%

 

Gear/Accessories/Other

50,764

   

57,969

   

(7,205)

   

(12.4)

%

 

(15.0)

%

   

257,513

   

311,178

   

(53,665)

   

(17.2)

%

 

(18.1)

%

 
 

$

374,629

   

$

311,941

   

$

62,688

   

20.1

%

 

17.3

%

   

$

1,589,460

   

$

1,701,063

   

$

(111,603)

   

(6.6)

%

 

(7.2)

%

 
                                           

(1) Calculated by applying 2019 exchange rates to 2020 reported sales in regions outside the U.S

 
                                           
 

Net Sales by Region

 

Net Sales by Region

 

Three Months Ended

December 31,

 

Growth

 

Non-GAAP

Constant

Currency

vs. 2019(1)

 

Year Ended

December 31,

 

Decline

 

Non-GAAP

Constant

Currency

vs. 2019(1)

 

2020

 

2019

 

Dollars

 

Percent

 

Percent

 

2020

 

2019

 

Dollars

 

Percent

 

Percent

Net Sales

                                         

United States

$

174,764

   

$

130,181

   

$

44,583

   

34.2

%

 

34.2

%

   

$

778,600

   

$

788,232

   

$

(9,632)

   

(1.2)

%

 

(1.2)

%

 

Europe

91,484

   

87,034

   

4,450

   

5.1

%

 

0.1

%

   

372,957

   

428,628

   

(55,671)

   

(13.0)

%

 

(14.7)

%

 

Japan

53,538

   

53,180

   

358

   

0.7

%

 

(3.0)

%

   

212,055

   

246,260

   

(34,205)

   

(13.9)

%

 

(15.6)

%

 

Rest of World

54,843

   

41,546

   

13,297

   

32.0

%

 

26.2

%

   

225,848

   

237,943

   

(12,095)

   

(5.1)

%

 

(4.8)

%

 
 

$

374,629

   

$

311,941

   

$

62,688

   

20.1

%

 

17.3

%

   

$

1,589,460

   

$

1,701,063

   

$

(111,603)

   

(6.6)

%

 

(7.2)

%

 
                                           

(1) Calculated by applying 2019 exchange rates to 2020 reported sales in regions outside the U.S

 
                                           
 

Operating Segment Information

 

Operating Segment Information

 

Three Months Ended

December 31,

 

Growth / (Decline)

 

Non-GAAP

Constant

Currency

vs. 2019(1)

 

Year Ended

December 31,

 

Growth / (Decline)

 

Non-GAAP

Constant

Currency

vs. 2019(1)

 

2020

 

2019

 

Dollars

 

Percent

 

Percent

 

2020

 

2019

 

Dollars

 

Percent

 

Percent

Net Sales

                                         

Golf Equipment

$

213,794

   

$

152,699

   

$

61,095

   

40.0

%

 

37.8

%

   

$

982,675

   

$

979,173

   

$

3,502

   

0.4

%

 

0.1

%

 

Apparel, Gear and Other

160,835

   

159,242

   

1,593

   

1.0

%

 

(2.4)

%

   

606,785

   

721,890

   

(115,105)

   

(15.9)

%

 

(17.1)

%

 
 

$

374,629

   

$

311,941

   

$

62,688

   

20.1

%

 

17.3

%

   

$

1,589,460

   

$

1,701,063

   

$

(111,603)

   

(6.6)

%

 

(7.2)

%

 
                                           

Income (loss) before income taxes:

                                       

Golf Equipment

$

3,993

   

$

(8,467)

   

$

12,460

   

147.2

%

       

$

148,578

   

$

140,316

   

$

8,262

   

5.9

%

     

Apparel, Gear and Other

(9,720)

   

6,582

   

(16,302)

   

(247.7)

%

       

679

   

75,490

   

(74,811)

   

(99.1)

%

     

Reconciling items(2)

(41,973)

   

(29,685)

   

(12,288)

   

(41.4)

%

       

(276,735)

   

(120,037)

   

(156,698)

   

(130.5)

%

     
 

$

(47,700)

   

$

(31,570)

   

$

(16,130)

   

(51.1)

%

       

$

(127,478)

   

$

95,769

   

$

(223,247)

   

(233.1)

%

     
   

(1) 

Calculated by applying 2019 exchange rates to 2020 reported sales in regions outside the U.S.

(2) 

Amount includes corporate general and administrative expenses and other income (expense) not utilized by management in determining segment profitability, as well as non-cash amortization expense of intangible assets from the acquisitions of OGIO, TravisMathew and Jack Wolfskin. In addition, the reconciling items for 2020 include (i) an impairment charge of $174.3 million related to Jack Wolfskin, (ii) the non-cash amortization of the debt discount on the convertible notes issued in May 2020, (iii) certain non-recurring costs associated with the Topgolf Merger Agreement, (iv) costs associated with the Company's transition to its new North America Distribution Center and the implementation of new IT systems for Jack Wolfskin, and (v) severance expense related to the Company's cost reduction initiatives recognized in the three and twelve months ended December 31, 2020. Reconciling items for 2019 represent certain non-recurring and non-cash costs, including costs associated with the acquisition of Jack Wolfskin and the amortization of the inventory step-up related to the Jack Wolfskin acquisition.

 

CALLAWAY GOLF COMPANY

Supplemental Financial Information and Non-GAAP Reconciliation

(Unaudited)

(In thousands, except per share data)

 
 

Three Months Ended December 31,

 

2020

 

2019

 

GAAP

 

Non-Cash

Amortization of

Intangible

Assets(1)

 

Non-Cash

Amortization

of Discount on

Convertible

Notes(2)

 

Acquisition

and Other

Costs(3)

 

Non-GAAP

 

GAAP

 

Non-Cash

Amortization

of Intangible

Assets and

Purchase

Accounting

Adjustments(1)

 

Acquisition &

Transition

Related Costs

and Other(4)

 

Non-GAAP

Gross profit

$

139,123

   

$

   

$

   

$

(272)

   

$

139,395

   

$

130,148

   

$

(225)

   

$

(1,739)

   

$

132,112

 

Operating expenses, net

171,378

   

1,255

   

   

8,335

   

161,788

   

152,804

   

1,525

   

3,037

   

148,242

 

Other expense, net

(15,445)

   

   

(2,474)

   

(44)

   

(12,927)

   

(8,914)

   

   

   

(8,914)

 

Income tax benefit

(7,124)

   

(288)

   

(569)

   

(1,990)

   

(4,277)

   

(2,352)

   

(403)

   

(1,099)

   

(850)

 

Net loss attributable to Callaway Golf Company

$

(40,576)

   

$

(967)

   

$

(1,905)

   

$

(6,661)

   

$

(31,043)

   

$

(29,218)

   

$

(1,347)

   

$

(3,677)

   

$

(24,194)

 
                                   

Diluted loss per share:

($0.43)

   

($0.01)

   

($0.02)

   

($0.07)

   

($0.33)

   

($0.31)

   

($0.01)

   

($0.04)

   

($0.26)

 
   

(1)

The Company excluded from its non-GAAP net loss and diluted loss per share non-cash amortization expense for the three months ended December 31, 2020 and 2019 related to intangible assets from the acquisitions of OGIO, TravisMathew and Jack Wolfskin. In addition, 2019 excludes amortization expense of $0.5 million related to purchase accounting adjustments in connection with the Jack Wolfskin acquisition.

(2)

For the three months ended December 31, 2020, the Company excluded non-cash amortization expense of $2.5 million from its non-GAAP net loss and diluted loss per share relating to the discount on the convertible notes issued in May 2020.

(3)

For the three months ended December 31, 2020, the Company excluded certain "Acquisition and Other Costs" from its non-GAAP net loss and diluted loss per share, which primarily consisted of (i) $7.0 million of expenses related to the Topgolf merger including legal, professional and SEC filing fees; (ii) severance expense related to the Company's cost reduction initiatives in response to the COVID-19 pandemic; (iii) IT consulting related to the implementation of new IT systems for Jack Wolfskin; and (iv) expenses related to the Company's transition to its new North America Distribution Center.

(4)

For the three months ended December 31, 2019, the Company excluded certain "Acquisition & Transition Related Costs and Other" from its non-GAAP net loss and diluted loss per share, which primarily consisted of costs associated with transitioning and reporting on the Jack Wolfskin business, including consulting, audit fees for SEC reporting requirements and travel expenses, as well as consulting fees to address an activist investor.

 

CALLAWAY GOLF COMPANY

Supplemental Financial Information and Non-GAAP Reconciliation

(Unaudited)

(In thousands)

 
 

Year Ended December 31,

 

2020

 

2019

 

GAAP

 

Non-Cash

Amortization

of Intangible

Assets and

Impairment

Charges(1)

 

Non-Cash

Amortization

of Discount on

Convertible

Notes(2)

 

Acquisition

and Other

Costs(3)

 

Non-GAAP(4)

 

GAAP

 

Non-Cash

Amortization

of Intangible

Assets and

Purchase

Accounting

Adjustments(1)

 

Acquisition &

Transition

Related Costs

and Other(5)

 

Non-GAAP

Gross profit

$

657,585

   

$

   

$

   

$

(7,260)

   

$

664,845

   

$

766,787

   

$

(10,928)

   

$

(1,739)

   

$

779,454

 

Operating expenses, net

763,100

   

179,116

   

   

13,873

   

570,111

   

634,119

   

5,149

   

12,372

   

616,598

 

Other expense, net

(21,963)

   

   

(6,388)

   

(44)

   

(15,531)

   

(36,899)

   

   

(3,896)

   

(33,003)

 

Income tax provision (benefit)

(544)

   

(9,038)

   

(1,469)

   

(4,871)

   

14,834

   

16,540

   

(3,698)

   

(4,142)

   

24,380

 

Net income (loss) attributable to Callaway Golf Company

$

(126,934)

   

$

(170,078)

   

$

(4,919)

   

$

(16,306)

   

$

64,369

   

$

79,408

   

$

(12,379)

   

$

(13,865)

   

$

105,652

 
                                   

Diluted earnings (loss) per share:

($1.35)

   

($1.81)

   

($0.05)

   

($0.17)

   

$0.67

   

$0.82

   

($0.13)

   

($0.15)

   

$1.10

 
   

(1)

The Company excluded an impairment charge of $174.3 million from its non-GAAP net income and diluted earnings per share for the period ended December 31, 2020 associated with the write-down of goodwill and a portion of the trade name related to Jack Wolfskin, and for the period ended December 31, 2019, the Company excluded non-cash amortization expense of $11.2 million from its non-GAAP net income and diluted EPS related to purchase accounting adjustments in connection with the Jack Wolfskin acquisition. In addition, both 2020 and 2019 excludes non-cash amortization expense of intangible assets from the acquisitions of OGIO, TravisMathew and Jack Wolfskin.

(2)

For the period ended December 31, 2020, the Company excluded non-cash amortization expense from its non-GAAP net income and diluted earnings per share relating to the discount on the convertible notes issued in May 2020.

(3)

For the period ended December 31, 2020, the Company excluded certain "Acquisition and Other Costs" from its non-GAAP net income and diluted earnings per share, which primarily consisted of (i) $8.5 million of expenses related to the Topgolf merger including legal, professional and SEC filing fees; (ii) $5.6 million of severance expense related to the Company's cost reduction initiatives in response to the COVID-19 pandemic; (iii) $5.5 million of expenses related to the Company's transition to its new North America Distribution Center; and (iv) IT consulting related to the implementation of new IT systems for Jack Wolfskin.

(4)

Total diluted earnings per share on a non-GAAP basis for the year ended December 31, 2020 was calculated using diluted weighted average shares outstanding, as earnings on a non-GAAP basis resulted in net income after giving effect to pro forma adjustments.

(5)

For the period ended December 31, 2019, the Company excluded certain "Acquisition and Transition Related Costs and Other" from its non-GAAP net income and diluted earnings per share, which primarily consisted of (i) $4.7 million of transaction costs associated with the acquisition of Jack Wolfskin, including banker's fees, legal fees, consulting and travel expenses; (ii) $6.6 million of costs associated with transitioning and reporting on the Jack Wolfskin business, including audit fees for SEC reporting requirements, recruiting fees, and valuation services associated with preparing Jack Wolfskin's opening balance sheet; (iii) consulting fees to address an activist investor; and (iv) foreign currency exchange losses primarily related to the re-measurement of a foreign currency contract established to mitigate the risk of foreign currency fluctuations on the purchase price of Jack Wolfskin, which was denominated in Euros.

 

CALLAWAY GOLF COMPANY

Supplemental Financial Information and Non-GAAP Reconciliation

(Unaudited)

(In thousands, except per share data)

 
 

2020 Trailing Twelve Month Adjusted EBITDAS

 

2019 Trailing Twelve Month Adjusted EBITDAS

 

Quarter Ended

 

Quarter Ended

 

March 31,

 

June 30,

 

September 30,

 

December 31,

     

March 31,

 

June 30,

 

September 30,

 

December 31,

   
 

2020

 

2020

 

2020

 

2020

 

Total(1)

 

2019

 

2019

 

2019

 

2019

 

Total

Net income (loss)

$

28,894

   

$

(167,684)

   

$

52,432

   

$

(40,576)

   

$

(126,934)

   

$

48,647

   

$

28,931

   

$

31,048

   

$

(29,218)

   

$

79,408

 

Interest expense, net

9,115

   

12,163

   

12,727

   

12,927

   

46,932

   

9,639

   

10,260

   

9,545

   

9,049

   

38,493

 

Income tax provision (benefit)

9,151

   

(7,931)

   

5,360

   

(7,124)

   

(544)

   

9,556

   

7,208

   

2,128

   

(2,352)

   

16,540

 

Depreciation and amortization expense

8,997

   

9,360

   

10,311

   

10,840

   

39,508

   

7,977

   

9,022

   

8,472

   

9,480

   

34,951

 

JW goodwill and trade name impairment

   

174,269

   

   

   

174,269

   

   

   

   

   

 

Non-cash stock compensation expense

1,861

   

2,942

   

3,263

   

2,861

   

10,927

   

3,435

   

3,530

   

2,513

   

3,418

   

12,896

 

EBITDAS

58,018

   

23,119

   

84,093

   

(21,072)

   

144,158

   

79,254

   

58,951

   

53,706

   

(9,623)

   

182,288

 

Acquisitions & other non-recurring costs, 
     before taxes(2)

1,516

   

5,856

   

2,858

   

8,607

   

20,381

   

13,986

   

6,939

   

3,009

   

4,090

   

28,024

 

Adjusted EBITDAS

$

59,534

   

$

28,975

   

$

86,951

   

$

(12,465)

   

$

164,539

   

$

93,240

   

$

65,890

   

$

56,715

   

$

(5,533)

   

$

210,312

 
   

(1)

Full year adjusted EBITDAS includes $1.5 million of Topgolf deal costs incurred in the third quarter of 2020, which were reclassified and presented as acquisitions and other non-recurring costs for the purposes of presenting the September 30, 2020 Adjusted EBITDAS as well as total 2020 Trailing Twelve Month Adjusted EBITDAS.

(2)

"Acquisitions and other non-recurring costs" for the year ended December 31, 2020 include (i) costs associated with the Topgolf merger of $8.5 million, consisting of legal, professional and SEC filing fees; (ii) $5.6 million of severance related to the Company's cost reduction initiatives in response to the COVID-19 pandemic; (iii) costs related to the Company's transition to its new North America Distribution Center; and (iv) IT consulting related to the implementation of new IT systems for Jack Wolfskin. These amounts exclude any depreciation or amortization, which has been presented in a separate line above.

 

For the year ended December 31, 2019, costs include (i) $4.7 million of transaction costs associated with the acquisition of Jack Wolfskin, including banker's fees, legal fees, consulting and travel expenses; (ii) $5.5 million of costs associated with transitioning and reporting on the Jack Wolfskin business, including consulting fees, audit fees for SEC reporting requirements and valuation services associated with preparing Jack Wolfskin's opening balance sheet; (iii) the recognition of a $3.9 million foreign currency exchange loss primarily related to the re-measurement of a foreign currency contract established to mitigate the risk of foreign currency fluctuations on the purchase price of Jack Wolfskin, which was denominated in Euros; and (iv) consulting fees to address an activist investor. These amounts exclude any depreciation or amortization, which has been presented in a separate line above.

 

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

 

 

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SOURCE Callaway Golf Company