0000837465-24-000016 | 10-K | XBRL Viewer | Topgolf Callaway Brands Corp

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Financing Arrangements - Schedule of Long-term Debt Obligations (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	May 31, 2020
Debt Instrument [Line Items]
Short-term debt	$ 54.7	$ 219.3
Unamortized Debt Issuance Costs	31.5	24.3
Long-term debt, gross	1,566.8	1,214.4
Long-term debt	1,535.3	1,190.1
Equipment Notes
Debt Instrument [Line Items]
Long-term debt, gross	$ 19.2	27.8
Equipment Notes \| Minimum
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	0.0236%
Equipment Notes \| Maximum
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	0.0593%
Mortgage Loans
Debt Instrument [Line Items]
Long-term debt, gross	$ 45.4	45.9
Mortgage Loans \| Minimum
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	0.0975%
Mortgage Loans \| Maximum
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	0.1131%
Tenant Improvements
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	8.00%
Long-term debt, gross	$ 3.3	3.5
Asset-based credit facilities
Debt Instrument [Line Items]
Short-term debt	54.7	219.3
Prepaid expenses
Debt Instrument [Line Items]
Short-term debt	1.1	0.6
Other long-term assets
Debt Instrument [Line Items]
Short-term debt	3.4	0.3
Other current liabilities
Debt Instrument [Line Items]
Long-term debt	17.1	13.8
Long-term debt
Debt Instrument [Line Items]
Long-term debt	$ 1,518.2	1,176.3
2023 Term Loan B \| Secured Debt
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	8.96%
Long-term debt, gross	$ 1,240.6	0.0
Convertible Notes \| Senior Notes
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	2.75%		2.75%
Long-term debt, gross	$ 258.3	258.3
Term Loan B \| Secured Debt
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	8.88%
Long-term debt, gross	$ 0.0	432.0
Topgolf Term Loan \| Secured Debt
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	10.58%
Long-term debt, gross	$ 0.0	336.9
Short Term Unamortized Debt Issuance Costs
Debt Instrument [Line Items]
Unamortized Debt Issuance Costs	$ 4.5	0.9
Revolving Credit Facility \| Topgolf Revolving Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	8.08%
Long-term debt, gross	$ 0.0	110.0
Revolving Credit Facility \| Line of Credit \| U.S. Asset-Based Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	5.34%
Short-term debt	$ 26.3	181.1
Revolving Credit Facility \| Line of Credit \| 2022 Japan ABL Credit Facility
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage	0.85%
Short-term debt	$ 28.4	$ 38.2

Income Taxes - Expiry Dates of Federal and State Income Tax Credit Carryforwards (Details) $ in Millions	Dec. 31, 2023 USD ($)
U.S. Federal
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	$ 46.6
State
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	33.7
U.S. foreign tax credit \| U.S. Federal
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	2.2
U.S. business tax credits \| U.S. Federal
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	44.4
State business tax credits - indefinite lived \| State
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	29.4
State business tax credits - definite lived \| State
Tax Credit Carryforward [Line Items]
Tax credit carryforwards	$ 4.3

Summary of Significant Accounting Policies - Other Income (Expense) Net (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Foreign currency forward contract gain, net	$ 19.6	$ 44.5	$ 14.4
Foreign currency transaction loss, net	(6.4)	(18.3)	(6.4)
Other	(5.9)	1.7	1.0
Other income	$ 7.3	$ 27.9	$ 9.0

New Accounting Standards	12 Months Ended
New Accounting Standards	Dec. 31, 2023
Accounting Changes and Error Corrections [Abstract]
New Accounting Standards	New Accounting Standards Recent Accounting Standards In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (ASU 2023-09), which includes amendments that further enhance income tax disclosures through the standardization and disaggregation of rate reconciliation categories and income taxes paid in both domestic and foreign jurisdictions. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be applied prospectively, with early adoption and retrospective application permitted. We are in the process of evaluating the impact that ASU 2023-09 will have on our income tax related disclosures. In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which introduces new reportable segment disclosure requirements related to significant segment expenses and also expands reportable segment disclosure requirements for interim reporting. The amendment will require public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and are included within each reportable segment’s profits and losses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are in the process of evaluating the impact that ASU 2023-07 will have on our segment related disclosures. Adoption of New Accounting Standards In June 2022, the FASB issued ASU No. 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions” (“ASU 2022-03”). ASU 2022-03 clarifies the guidance in Topic 820 when measuring the fair value of an equity security that is subject to a contractual sale restriction, and also introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, with early adoption permitted. We early adopted ASU 2022-03 on January 1, 2023. The adoption of this ASU had no impact on our consolidated financial statements or related disclosures. In August 2020, the FASB issued ASU No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies the accounting for convertible instruments and also requires application of the if-converted method when calculating diluted earnings per share in periods when net income is reported. We adopted this standard as of January 1, 2022 under the modified retrospective method of transition which allows for amounts reported prior to the adoption date to remain unadjusted. Adoption of the standard resulted in a $57.1 million reduction in additional paid-in capital, a $57.9 million increase to long-term debt, net, a $13.2 million decrease in the deferred taxes, net and a $12.4 million increase in retained earnings. Additionally, under the if-converted method, the 14.7 million common shares underlying the Convertible Notes are assumed to have been outstanding as of the beginning of the current reporting period and any interest expense related to the Convertible Notes for the period is excluded from the calculation of diluted earnings per common share. Prior to the adoption of ASU 2020-06, for periods when we recognized net income, we used the treasury stock method to compute dilutive shares of common stock related to the Convertible Notes.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

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+ Details

The Company and Basis of Presentation (Details)	12 Months Ended
The Company and Basis of Presentation (Details)	Dec. 31, 2023 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	3

Income Taxes - Reconciliation of Effective Tax Rate on Income or Loss and Statutory Tax Rate (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Statutory U.S. tax rate	21.00%	21.00%	21.00%
State income taxes, net of U.S. tax benefit	(67.70%)	7.10%	2.10%
Foreign income taxed at other than U.S. statutory rate	(26.00%)	(8.90%)	(3.30%)
Federal tax credits	(46.60%)	(8.70%)	(2.00%)
Revaluation of Company stock attributable to Topgolf merger	0.00%	0.00%	(15.10%)
Other non-deductible expenses	6.00%	1.00%	0.70%
Non-deductible compensation	17.90%	4.50%	1.40%
U.S. Foreign tax inclusion	0.40%	1.00%	0.50%
Foreign derived intangible income deduction	(7.50%)	(3.00%)	(2.10%)
Stock compensation excess tax benefits	0.00%	0.00%	(1.60%)
Impact of uncertain tax positions	8.50%	(0.80%)	(2.20%)
Change in deferred tax valuation allowance	(88.50%)	(23.00%)	7.80%
Withholding tax impacts on foreign subsidiaries	5.50%	0.00%	0.00%
Other	4.30%	(1.50%)	1.00%
Effective tax rate	(172.70%)	(11.30%)	8.20%

Goodwill and Intangible Assets - Amortization Expense Related to Intangible Assets (Details) $ in Millions	Dec. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 11.6
2025	11.5
2026	11.5
2027	11.2
2028	10.9
Thereafter	17.5
Net book value	$ 74.2

Summary of Significant Accounting Policies - Useful Lives of Property, Plant and Equipment (Details)	Dec. 31, 2023
Minimum
Estimated Useful Life
Property, plant and equipment, useful life	2 years
Maximum
Estimated Useful Life
Property, plant and equipment, useful life	40 years

Segment Information - Narrative (Details)	12 Months Ended
Segment Information - Narrative (Details)	Dec. 31, 2023 segment
Segment Reporting [Abstract]
Number of operating segments	3
Number of reportable segments	3

Earnings Per Common Share - Summary of Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Earnings per common share—basic
Net income (loss)	$ 95.0	$ 157.9	$ 322.0
Weighted-average common shares outstanding—basic (in shares)	185.0	184.9	169.1
Basic earnings (loss) per common share (in dollars per share)	$ 0.51	$ 0.85	$ 1.90
Earnings per common share—diluted
Net income	$ 95.0	$ 157.9	$ 322.0
Interest expense	6.5	6.4	0.0
Net income attributable to earnings per common share—diluted	$ 101.5	$ 164.3	$ 322.0
Weighted-average common shares outstanding—basic (in shares)	185.0	184.9	169.1
Weighted-average shares outstanding - Convertible Notes (in shares)	14.7	14.7	5.9
Outstanding options, restricted stock units and performance share units (in shares)	1.4	1.7	1.9
Weighted-average common shares outstanding—diluted (in shares)	201.1	201.3	176.9
Earnings per common share—diluted (in dollars per share)	$ 0.50	$ 0.82	$ 1.82

Income Taxes - Expense (Benefit) for Income Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current tax provision:
Federal	$ 7.0	$ 9.8	$ 2.9
State	7.1	5.7	2.3
Foreign	6.8	6.4	14.6
Current tax provision (benefit)	20.9	21.9	19.8
Deferred tax provision (benefit):
Federal	(36.3)	(42.6)	11.0
State	(37.0)	7.9	7.2
Foreign	(7.8)	(3.2)	(9.4)
Deferred tax expense (benefit)	(81.1)	(37.9)	8.8
Income tax (benefit) provision	$ (60.2)	$ (16.0)	$ 28.6

Leases - Components of Lease Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating lease costs:
Amortization of ROU assets	$ 176.1	$ 172.7	$ 146.3
Total operating lease costs	176.1	172.7	146.3
Financing lease costs:
Variable lease costs	11.8	10.2	6.5
Total lease costs	306.9	259.8	194.2
Finance Leases
Financing lease costs:
Amortization of ROU assets	7.8	6.4	3.2
Interest on lease liabilities	15.4	9.3	4.5
Total financing lease costs	23.2	15.7	7.7
DLF obligations
Financing lease costs:
Amortization of ROU assets	25.8	14.5	5.7
Interest on lease liabilities	70.0	46.7	28.0
Total financing lease costs	$ 95.8	$ 61.2	$ 33.7

Employee Benefit Plan	12 Months Ended
Employee Benefit Plan	Dec. 31, 2023
Retirement Benefits [Abstract]
Employee Benefit Plan	Employee Benefit Plans We have two voluntary deferred compensation plans under Section 401(k) of the Internal Revenue Code (the “Topgolf Callaway Brands Corp. 401(k) Plan” and the “Topgolf 401(k) Plan” for employees who satisfy the age and service requirements under each respective plan. Topgolf Callaway Brands Corp. 401(k) Plan Under the Topgolf Callaway Brands Corp. 401(k) Plan, each participant may elect to contribute up to 75% of annual compensation, up to the maximum allowable limit permitted by the IRS. Under the plan, the Company contributes an amount equal to 50% of the participant’s contributions, up to 6% of the participant’s eligible annual compensation, for a maximum annual employer matching contribution of 3%. The portion of the participant’s account attributable to elective deferral contributions and rollover contributions made by the participant are 100% vested upon contribution and are not able to be forfeited. Employer contributions vest at a rate of 50% per year, and are fully vested after two years of service. During the years ended December 31, 2023, 2022 and 2021, our matching contributions under the plan were $4.8 million, $4.1 million and $3.3 million, respectively. Topgolf 401(k) Plan Under the Topgolf 401(k) Plan, employees of Topgolf may elect to contribute up to 80% of annual compensation, up to the maximum allowable limit permitted by the IRS. Under the plan, Topgolf contributes an amount equal to 50% of the participant’s contribution, up to 6% of the employees eligible compensation, for a maximum annual employer matching contribution of 3%. The portion of the participant’s account attributable to elective deferral contributions and rollover contributions made by the participant are 100% vested upon contribution and are not able to be forfeited. Employer contributions vest at a rate of 25% per year, and are fully vested after four years of service. In January 2022, we amended the Topgolf 401(k) Plan (as amended, the “2022 Topgolf 401(k) Plan”). Under the 2022 Topgolf 401(k) Plan, we contribute annually an amount equal to 100% of the participant’s first 3% of contributions, and an amount equal to 50% of the participant’s contributions between 3% and 5% of eligible compensation, for a maximum contribution of 4%. The portion of the participant’s account attributable to elective deferral contributions and rollover contributions made by the participant are 100% vested and are not able to be forfeited. Employer contributions under the plan are immediately 100% vested upon contribution and are not able to be forfeited. During the years ended December 31, 2023, 2022 and 2021, our matching contributions under the plan were $9.5 million, $7.2 million, and $2.7 million, respectively.

Revenue Recognition - Reconciliation of Activity Related to Short-term Deferred Revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Contract With Customer, Liability [Roll Forward]
Beginning Balance	$ 94.9	$ 93.9	$ 2.5
Deferral of revenue	694.1	646.4	459.6
Revenue recognized	(651.7)	(630.2)	(360.2)
Breakage	(26.3)	(19.0)	(10.3)
Foreign currency translation and other	(0.1)	3.8	2.3
Ending Balance	$ 110.9	$ 94.9	$ 93.9

Leases - Narrative (Details) $ in Millions	12 Months Ended
Leases - Narrative (Details) $ in Millions	Dec. 31, 2023 USD ($) lease	Dec. 31, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Lessee, operating lease, lease not yet commenced, undiscounted amount	$ 107.0
Lessee, operating lease, lease not yet commenced, construction costs	127.5
Construction advances	$ 59.3	$ 35.4
Lessee, operating lease, lease not yet commenced, term of contract	20 years
Lessee, operating lease, lease not yet commenced, renewal term	20 years
Rent abatement	$ 364.9
Lessee, operating lease, number of leases not yet commenced \| lease	4

Income Taxes - Income (Loss) Before Income Tax Provision (Benefit) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
United States	$ 3.5	$ 97.8	$ 295.3
Foreign	31.3	44.1	55.3
Income before income taxes	$ 34.8	$ 141.9	$ 350.6

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 235
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section 25
-Paragraph 1
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-Topic 940
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-URI https://asc.fasb.org//1943274/2147481913/940-20-25-1

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

+ Details

Business Combinations - Narrative (Details) $ / shares in Units, shares in Millions			3 Months Ended	12 Months Ended
	Nov. 01, 2023 USD ($)	Mar. 08, 2021 USD ($) $ / shares shares	Mar. 31, 2024 USD ($) transaction	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Business Acquisition [Line Items]
Payments to acquire businesses				$ 29,700,000	$ 0	$ 0
Business combination, acquisition related costs				0	0	$ (16,200,000)
Venue Related Assets \| Subsequent Event \| Forecast \| BigShots
Business Acquisition [Line Items]
Payments to acquire businesses			$ 5,900,000
Number of separately recognized transactions \| transaction			2
Development Rights \| Subsequent Event \| Forecast \| BigShots
Business Acquisition [Line Items]
Payments to acquire businesses			$ 16,000,000
BigShots
Business Acquisition [Line Items]
Total purchase price consideration	$ 29,700,000
Topgolf International, Inc
Business Acquisition [Line Items]
Payments to acquire businesses		$ 3,014,200,000
Percentage of voting interests acquired		100.00%
Business combination, equity value		$ 1,987,000,000
Business acquisition, equity interest issued or issuable, number of shares (in shares) \| shares		89.8
Business combination, step acquisition, equity interest in acquiree, fair value		$ 2,650,200,000
Business acquisition, share price (in dollars per share) \| $ / shares		$ 29.52
Total purchase price and consideration transferred in the merger		$ 3,048,900,000
Business combination, acquisition related costs				$ 0	$ 20,400,000

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2023
Audit Information [Abstract]
Auditor Name	Deloitte & Touche LLP
Auditor Location	Costa Mesa, California
Auditor Firm ID	34

Employee Benefit Plan (Details) $ in Millions	12 Months Ended
Employee Benefit Plan (Details) $ in Millions	Dec. 31, 2023 USD ($) plan	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Defined Contribution Plan Disclosure [Line Items]
Number of plans \| plan	2
Callaway Golf 401(k) Plan
Defined Contribution Plan Disclosure [Line Items]
Maximum employee contribution to defined contribution benefit plans	75.00%
Employer matching contribution, percentage	50.00%
Employer matching contribution, percentage of employees' gross pay	6.00%
Defined contribution plan, maximum matching contributions per employee, percent	3.00%
Defined contribution plan employee vesting percentage	100.00%
Defined contribution plan employer vesting percentage	50.00%
Number of years of service required to vest in full (in years)	2 years
Employer contribution towards compensation plan	$ 4.8	$ 4.1	$ 3.3
Topgolf 401(k) Plan
Defined Contribution Plan Disclosure [Line Items]
Maximum employee contribution to defined contribution benefit plans	80.00%
Defined contribution plan employee vesting percentage	100.00%
Defined contribution plan employer vesting percentage	25.00%
Number of years of service required to vest in full (in years)	4 years
Employer contribution towards compensation plan	$ 9.5	$ 7.2	$ 2.7
Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche One
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan, maximum matching contributions per employee, percent	3.00%
Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche Two
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percentage	50.00%
Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche Two \| Maximum
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percentage of employees' gross pay	6.00%
2022 Topgolf 401(k) Plan
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan, maximum matching contributions per employee, percent	4.00%
Defined contribution plan employee vesting percentage	100.00%
Immediate employee vesting percentage	100.00%
2022 Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche One
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percentage	100.00%
Employer matching contribution, percentage of employees' gross pay	3.00%
2022 Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche Two
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percentage	50.00%
2022 Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche Two \| Minimum
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percentage of employees' gross pay	3.00%
2022 Topgolf 401(k) Plan \| Defined Contribution Plan, Tranche Two \| Maximum
Defined Contribution Plan Disclosure [Line Items]
Employer matching contribution, percentage of employees' gross pay	5.00%

Revenue Recognition - Reconciliation of Short Term Sales Program Incentives (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Sales Incentives, Current [Roll Forward]
Beginning Balance	$ 20.8	$ 23.3	$ 26.2
Additions	40.0	35.7	32.5
Credits issued	(42.6)	(32.9)	(32.1)
Foreign currency translation and other	(1.7)	(5.3)	(3.3)
Ending Balance	$ 16.5	$ 20.8	$ 23.3

Selected Financial Data (Tables)

12 Months Ended

Dec. 31, 2023

Disclosure Selected Financial Statement Information [Abstract]

Selected Financial Statement Information

Selected financial data as of the dates presented below is as follows (in millions, except useful life data):


		December 31, 2023		December 31, 2022






Inventories:
Finished goods		$	623.1	$	770.1
Work in process		1.4		1.2
Raw materials		163.7		181.5
Food and beverage		6.2		6.4
Total inventories		$	794.4	$	959.2

		December 31, 2023		December 31, 2022
Other current assets:
Credit card receivables		$	76.9	$	40.1
Sales return reserve cost recovery asset		25.7		25.5
VAT/Sales tax receivable		6.6		17.2
Leasing receivables		26.9		17.5
Hedging contract receivables		5.4		4.6
Other current assets		41.6		31.1
Total other current assets		$	183.1	$	136.0

		December 31, 2023		December 31, 2022
Property, plant and equipment, net:	Estimated Useful Life
Land		$	185.2	$	160.4
Buildings and leasehold improvements	3 - 40 years	1,603.9		1,196.7
Machinery and equipment	2 - 10 years	289.8		248.8
Furniture, computer hardware and equipment	3 - 5 years	380.0		299.1
Internal-use software	3 - 5 years	136.2		109.9
Production molds	2 - 5 years	10.0		9.1
Construction-in-process		210.3		271.6
Total property, plant, and equipment, gross		2,815.4		2,295.6
Less: Accumulated depreciation		658.9		486.0
Total property, plant, and equipment, net		$	2,156.5	$	1,809.6


	December 31, 2023		December 31, 2022
Accounts payable and accrued expenses:
Accounts payable	$	130.7	$	159.1
Accrued expenses	202.1		160.9
Accrued inventory	147.7		260.0
Total accounts payable and accrued expenses	$	480.5	$	580.0

Financing Arrangements - Mortgage Loans (Details)	Dec. 31, 2023 loan
Mortgage Loans
Debt Instrument [Line Items]
Number of mortgage loans assumed	3

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482900/835-30-50-1

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/exampleRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/exampleRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Business Combinations - Supplemental Pro-Forma Information (Details) - Topgolf International, Inc - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2021
Business Acquisition [Line Items]
Net revenues	$ 3,276.4
Net income	$ 72.3
Net revenues		$ 1,087.6
Net loss		$ (29.6)

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Sales-Type Lease, Revenue

Revenue from sales-type leases (see Note 2) is included in services revenues within our consolidated statements of operations is as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Sales-type lease selling price(1)	$	30.3	$	36.3	$	29.8
Cost of underlying assets	(13.8)		(17.6)		(11.9)
Operating profit	$	16.5	$	18.7	$	17.9

Interest income	$	6.1	$	4.5	$	4.3

Leasing revenue attributable to sales-type leases	$	36.4	$	40.8	$	34.1

(1) Selling price is equal to the present value of lease payments over the non-cancelable term of the licensing agreement.

Supplemental Balance Sheet Information Related to Leases

Leasing receivables related to our net investment in sales-type leases are as follows (in millions):


		December 31,
	Balance Sheet Location	2023		2022
Leasing receivables, net—short-term	Other current assets	$	26.9	$	17.5
Leasing receivables, net—long-term	Other assets, net	65.1		57.5
Total leasing receivables		$	92.0	$	75.0

Supplemental balance sheet information related to our operating and financing ROU assets and lease liabilities and DLF assets and obligations is as follows (in millions):


		December 31,
	Balance Sheet Location	2023		2022
Assets
Operating lease ROU assets, net	Operating lease ROU assets, net	$	1,410.1	$	1,419.1
Financing lease ROU assets, net	Other assets	$	257.4	$	215.7
DLF assets, net	Property, plant & equipment, net	$	917.3	$	813.2

Liabilities
Current
Operating lease liabilities, short-term	Operating lease liabilities, short-term	$	86.4	$	76.4
Financing lease liabilities, short-term	Accounts payable and accrued expenses	$	1.4	$	1.7
DLF obligations, short-term	Accounts payable and accrued expenses	$	0.1	$	2.4

Non-current
Operating lease liabilities, long-term	Operating lease liabilities, long-term	$	1,433.4	$	1,437.5
Financing lease liabilities, long-term	Other long-term liabilities	$	287.9	$	225.9
DLF obligations, long-term	Deemed landlord financing obligations	$	980.0	$	658.0

Sales-Type Lease, Lease Receivable, Maturity

Net maturities of sales-type lease receivables for the next five years and thereafter as of December 31, 2023, are as follows (in millions):


	Sales-Type Leases
2024	$	33.5
2025	28.2
2026	21.0
2027	12.4
2028	5.7
Thereafter	2.8
Total future lease payments	103.6
Less: imputed interest	11.6
Total	$	92.0

Components of Lease Expense and Other Information Related to Leases

The components of lease expense included in our consolidated statements of operations for the periods presented below are as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Operating lease costs:
Amortization of ROU assets	$	176.1	$	172.7	$	146.3
Total operating lease costs	176.1		172.7		146.3
Financing lease costs:
Amortization of ROU assets	7.8		6.4		3.2
Interest on lease liabilities	15.4		9.3		4.5
Total financing lease costs	23.2		15.7		7.7
DLF obligation costs:
Depreciation of DLF assets	25.8		14.5		5.7
Interest on DLF obligations	70.0		46.7		28.0
Total DLF obligation costs	95.8		61.2		33.7
Variable lease costs	11.8		10.2		6.5
Total lease costs	$	306.9	$	259.8	$	194.2

Other information related to leases (in millions):


	December 31,
Supplemental Cash Flows Information	2023		2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	156.4	$	157.0	$	123.6
Operating cash flows from finance leases	$	8.5	$	5.2	$	2.8
Operating cash flows from DLF obligations	$	54.6	$	36.9	$	17.7
Financing cash flows from finance leases	$	2.8	$	2.7	$	0.8
Financing cash flows from DLF obligations	$	6.9	$	4.8	$	—

Lease liabilities arising from new ROU assets:
Operating leases	$	83.5	$	51.9	$	19.6
Finance leases	$	27.0	$	92.0	$	52.7
DLF obligations(1)	$	311.3	$	193.8	$	171.4

(1) During the course of the construction of our venues, certain financing partners remit funds directly to our construction vendors on our behalf rather than providing the construction advances directly to us. These funds are presented as non-cash investing and financing activities within our consolidated statement of cash flows. For the year ended December 31, 2023, the amount contributed by these financing partners, in addition to accrued capitalized interest for these contributions was $60.6 million. For the years ended December 31, 2022 and December 31, 2021, the amount contributed by these financing partners, in addition to accrued capitalized interest for these contributions was $30.6 million and $37.7 million, respectively, which were corrected from $163.2 million and $107.1 million, respectively, as previously reported.


	December 31,
	2023		2022
Weighted average remaining lease term (years):
Operating leases	15.9		16.6
Finance leases	36.8		36.5
DLF obligations	38.1		38.5

Weighted average discount rate:
Operating leases	5.8	%	5.6	%
Finance leases	6.3	%	6.1	%
DLF obligations	10.0	%	8.8	%

Future Minimum Lease Obligations

As of December 31, 2023, our future minimum lease obligations were as follows (in millions):


	Operating Leases		Finance Leases		DLF Obligations(1)		Total
2024	$	155.6	$	14.9	$	72.9	$	243.4
2025	162.1		17.1		80.7		259.9
2026	156.9		17.4		84.2		258.5
2027	154.3		17.4		85.5		257.2
2028	150.0		15.3		87.7		253.0
Thereafter	1,677.5		739.7		3,978.8		6,396.0
Total future lease payments	2,456.4		821.8		4,389.8		7,668.0
Less: imputed interest	936.6		532.5		3,409.7		4,878.8
Total	$	1,519.8	$	289.3	$	980.1	$	2,789.2

(1) Future lease payments for DLF Obligations include approximately $44.9 million of reimbursements which we expect to receive from third-party financing partners that were not yet received as of December 31, 2023. Imputed interest includes approximately $175.6 million related to these unfunded DLF Obligations as of December 31, 2023.

Future Minimum Lease Obligations

As of December 31, 2023, our future minimum lease obligations were as follows (in millions):


	Operating Leases		Finance Leases		DLF Obligations(1)		Total
2024	$	155.6	$	14.9	$	72.9	$	243.4
2025	162.1		17.1		80.7		259.9
2026	156.9		17.4		84.2		258.5
2027	154.3		17.4		85.5		257.2
2028	150.0		15.3		87.7		253.0
Thereafter	1,677.5		739.7		3,978.8		6,396.0
Total future lease payments	2,456.4		821.8		4,389.8		7,668.0
Less: imputed interest	936.6		532.5		3,409.7		4,878.8
Total	$	1,519.8	$	289.3	$	980.1	$	2,789.2

(1) Future lease payments for DLF Obligations include approximately $44.9 million of reimbursements which we expect to receive from third-party financing partners that were not yet received as of December 31, 2023. Imputed interest includes approximately $175.6 million related to these unfunded DLF Obligations as of December 31, 2023.

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jan. 31, 2023
Significant Accounting Policies [Line Items]
Territory and franchise fee recognition, period	40 years
Sell-through promotion period	2 years
Product warranty accrual, warranty, period	2 years
Product warranty accrual, current	$ 12,700,000	$ 10,600,000
Advertising expenses	120,300,000	116,100,000	$ 108,400,000
Escrow funds to purchase land				$ 18,300,000
Capitalized implementation costs	18,700,000	5,200,000
Capitalized implementation costs, amortization	$ 700,000	$ 0	$ 0
Minimum length of time, foreign currency cash flow hedge	12 months
Maximum maturity for foreign currency cash flow hedge	15 months
Maximum maturity for interest rate swap contracts	60 months
DLF obligations
Significant Accounting Policies [Line Items]
Lessee, finance lease, term of contract	40 years
Sales Revenue, Net \| Customer Concentration Risk \| Regions outside the U.S.
Significant Accounting Policies [Line Items]
Concentration risk percentage	28.00%	30.00%	34.00%
Top Five Customers Worldwide \| Sales Revenue, Net \| Customer Concentration Risk
Significant Accounting Policies [Line Items]
Concentration risk percentage	12.00%	12.00%	13.00%
Top Five Customers Worldwide \| Sales Revenue, Net \| Customer Concentration Risk \| Golf Equipment
Significant Accounting Policies [Line Items]
Concentration risk percentage	25.00%	26.00%	24.00%
Top Five Customers Worldwide \| Sales Revenue, Net \| Customer Concentration Risk \| Active Lifestyle
Significant Accounting Policies [Line Items]
Concentration risk percentage	19.00%	17.00%	17.00%
One Customer \| Accounts Receivable \| Customer Concentration Risk
Significant Accounting Policies [Line Items]
Concentration risk percentage	14.00%	17.00%
Performance Shares
Significant Accounting Policies [Line Items]
Shares awarded as a percentage of granted	100.00%
Performance Share Units with Total Shareholder Return Conditions
Significant Accounting Policies [Line Items]
Vesting period	3 years
Stock Options
Significant Accounting Policies [Line Items]
Vesting period	3 years
Expiration period	10 years
Minimum
Significant Accounting Policies [Line Items]
Sponsorship, term of contract	1 year
Property, plant and equipment, useful life	2 years
Minimum \| Restricted Stock
Significant Accounting Policies [Line Items]
Vesting period	3 years
Minimum \| Performance Shares
Significant Accounting Policies [Line Items]
Vesting period	3 years
Shares awarded as a percentage of granted	0.00%
Minimum \| Performance Share Units with Total Shareholder Return Conditions
Significant Accounting Policies [Line Items]
Vesting period	3 years
Minimum \| Software and Hardware
Significant Accounting Policies [Line Items]
Operating lease, term of contract	3 years
Maximum
Significant Accounting Policies [Line Items]
Sponsorship, term of contract	5 years
Property, plant and equipment, useful life	40 years
Maximum \| Restricted Stock
Significant Accounting Policies [Line Items]
Vesting period	5 years
Maximum \| Performance Shares
Significant Accounting Policies [Line Items]
Vesting period	5 years
Shares awarded as a percentage of granted	200.00%
Maximum \| Performance Share Units with Total Shareholder Return Conditions
Significant Accounting Policies [Line Items]
Vesting period	5 years
Maximum \| Software and Hardware
Significant Accounting Policies [Line Items]
Operating lease, term of contract	5 years

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities:
Net income	$ 95,000,000.0	$ 157,900,000	$ 322,000,000.0
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization	239,700,000	192,800,000	155,800,000
Non-cash interest on financing and deemed landlord financed leases	22,800,000	13,800,000	11,600,000
Amortization of debt discount and issuance costs	6,500,000	9,800,000	19,300,000
Impairment loss	11,700,000	5,500,000	0
Deferred taxes, net	(88,900,000)	(31,000,000.0)	8,400,000
Share-based compensation	46,700,000	47,000,000.0	38,700,000
Loss on debt modification	10,500,000	0	0
Gain on Topgolf investment	0	0	(252,500,000)
Unrealized net losses on hedging instruments and foreign currency	8,700,000	17,500,000	300,000
Acquisition costs	0	0	(16,200,000)
Other	1,400,000	(2,900,000)	400,000
Change in assets and liabilities, net of effect from acquisitions:
Accounts receivable, net	(34,200,000)	(75,600,000)	38,200,000
Inventories	163,200,000	(442,400,000)	(177,500,000)
Leasing receivables	(9,500,000)	(22,200,000)	(22,900,000)
Other assets	(32,000,000.0)	(20,700,000)	(51,700,000)
Accounts payable and accrued expenses	(98,100,000)	110,400,000	96,800,000
Deferred revenue	16,700,000	800,000	24,900,000
Accrued employee compensation and benefits	(22,800,000)	7,600,000	53,800,000
Operating lease assets and liabilities, net	16,600,000	7,500,000	22,600,000
Income taxes receivable/payable, net	6,200,000	(11,400,000)	8,800,000
Other liabilities	4,500,000	500,000	(2,500,000)
Net cash provided by (used in) operating activities	364,700,000	(35,100,000)	278,300,000
Cash flows from investing activities:
Capital expenditures	(482,000,000.0)	(532,300,000)	(322,300,000)
Asset acquisitions	(31,200,000)	0	0
Business combinations	(29,700,000)	0	0
Investment in golf-related ventures	(2,500,000)	0	(30,000,000.0)
Acquisition of intangible assets	(800,000)	(3,200,000)	0
Proceeds from government grants	3,000,000.0	0	0
Proceeds from sales of property and equipment	300,000	0	0
Cash acquired in merger	0	0	171,300,000
Proceeds from sale of investment in golf-related ventures	0	400,000	19,100,000
Net cash used in investing activities	(542,900,000)	(535,100,000)	(161,900,000)
Cash flows from financing activities:
Proceeds from borrowings on long-term debt	1,224,800,000	176,800,000	26,200,000
Repayments of long-term debt	(794,500,000)	(96,600,000)	(200,700,000)
Proceeds from (repayments of) credit facilities, net	(272,400,000)	213,000,000.0	(13,100,000)
Debt issuance costs	(1,800,000)	(200,000)	(5,400,000)
Repayments of financing leases	(2,800,000)	(2,700,000)	(800,000)
Proceeds from lease financing	274,300,000	175,700,000	89,200,000
Exercise of stock options	4,200,000	700,000	22,300,000
Acquisition of treasury stock	(56,000,000.0)	(35,800,000)	(38,200,000)
Payment on contingent earn-out obligation	0	(5,600,000)	(3,600,000)
Net cash provided by (used in) financing activities	375,800,000	425,300,000	(124,100,000)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(2,200,000)	(9,400,000)	(700,000)
Net increase (decrease) in cash, cash equivalents and restricted cash	195,400,000	(154,300,000)	(8,400,000)
Cash, cash equivalents and restricted cash at beginning of period	203,400,000	357,700,000	366,100,000
Cash, cash equivalents and restricted cash at end of period	398,800,000	203,400,000	357,700,000
Less: restricted cash	(5,300,000)	(23,200,000)	(5,500,000)
Cash and cash equivalents at end of period	393,500,000	180,200,000	352,200,000
Supplemental disclosures:
Cash paid for income taxes, net	21,500,000	28,100,000	9,400,000
Cash paid for interest and fees	184,700,000	111,100,000	88,600,000
Non-cash investing and financing activities:
Issuance of treasury stock and common stock for compensatory stock awards released from restriction	24,600,000	29,000,000.0	18,500,000
Accrued capital expenditures	45,500,000	40,500,000	50,200,000
Financed additions of capital expenditures	60,600,000	30,600,000	37,700,000
Issuance of common stock in Topgolf merger	0	0	2,650,200,000
Issuance of common stock related to convertible notes	$ 0	$ 500,000	$ 0

Accumulated Other Comprehensive Loss (Tables)

12 Months Ended

Dec. 31, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Accumulated Other Comprehensive Loss

The following table details the amounts reclassified from accumulated other comprehensive loss and foreign currency translation adjustments for the periods presented below (in millions):


	Derivative Instruments		Foreign Currency Translation		Total
Accumulated other comprehensive loss, January 1, 2021, after tax	$	(14.0)	$	7.5	$	(6.5)
Change in derivative instruments	6.9		—		6.9
Net gains reclassified to cost of goods sold	(1.7)		—		(1.7)
Net losses reclassified to interest expense	4.8		—		4.8
Income tax provision on derivative instruments	(1.6)		—		(1.6)
Foreign currency translation adjustments	—		(29.2)		(29.2)
Accumulated other comprehensive loss, December 31, 2021, after tax	(5.6)		(21.7)		(27.3)
Change in derivative instruments	16.2		—		16.2
Net gains reclassified to cost of goods sold	(4.8)		—		(4.8)

Net losses reclassified to interest expense	1.6		—		1.6
Income tax provision on derivative instruments	(2.5)		—		(2.5)
Foreign currency translation adjustments	—		(44.7)		(44.7)
Accumulated other comprehensive loss, December 31, 2022, after tax	4.9		(66.4)		(61.5)
Change in derivative instruments	15.5		—		15.5
Net gains reclassified to cost of goods sold	(5.9)		—		(5.9)

Net gains reclassified to interest expense	(8.2)		—		(8.2)
Income tax provision on derivative instruments	(0.2)		—		(0.2)
Foreign currency translation adjustments	—		12.8		12.8
Accumulated other comprehensive loss, December 31, 2023, after tax	$	6.1	$	(53.6)	$	(47.5)

Derivatives and Hedging

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Hedging

The following table summarizes the fair value of our derivative instruments as well as the location of the asset and/or liability on the consolidated balance sheets as of December 31, 2023 and December 31, 2022 (in millions):


		Fair Value of Asset Derivatives
		December 31,
	Balance Sheet Location	2023		2022
Derivatives designated as cash flow hedging instruments:
Foreign currency forward contracts	Other current assets	$	—	$	0.1
Interest rate swap contracts	Other current assets	5.2		4.4
Interest rate swap contracts	Other assets, net	—		2.8
Total		$	5.2	$	7.3
Derivatives not designated as hedging instruments:
Foreign currency forward contracts	Other current assets	0.2		0.1

Total asset position		$	5.4	$	7.4


		Fair Value of Liability Derivatives
		December 31,
	Balance Sheet Location	2023		2022
Derivatives designated as cash flow hedging instruments:
Foreign currency forward contracts	Accounts payable and accrued expenses	$	—	$	2.6
Interest rate swap contracts	Other long-term liabilities	2.6		—

		2.6		2.6
Derivatives not designated as hedging instruments:
Foreign currency forward contracts	Accounts payable and accrued expenses	4.5		2.8
Total liability position		$	7.1	$	5.4

Our derivative instruments are subject to a master netting agreement with each respective counterparty bank and are therefore net settled at their respective maturity date. Although we have the legal right of offset under the master netting agreements, we have elected to present these contracts on a gross basis on the accompanying consolidated balance sheets as of December 31, 2023 and 2022. Gains and losses related to our derivative instruments are presented as an adjustment to reconcile net income to net cash provided by or used in operating activities in the consolidated statements of cash flows.

Cash Flow Hedging Instruments

Foreign Currency Forward Contracts

As of December 31, 2023, there were no notional amounts on our foreign currency contracts designated as cash flow hedging instruments. As of December 31, 2022, the notional amounts of our foreign currency forward contracts designated as cash flow hedging instruments was approximately $100.0 million.

During the year ended December 31, 2023, we recorded net gains of $8.6 million in accumulated other comprehensive loss related to foreign currency forward contracts, and released net gains of $5.9 million in cost of products for the underlying sales that were recognized. Additionally, for the year ended December 31, 2023, $2.8 million of net gains related to the amortization of forward points were released from other comprehensive income and recognized in cost of goods sold. Based on the current valuation, we expect to reclassify net losses of $0.4 million related to foreign currency forward contracts from accumulated other comprehensive income into earnings during the next 12 months.

For the years ended December 31, 2022 and 2021, we recognized net gains of $2.0 million and $2.4 million in accumulated other comprehensive loss related to forward currency forward contracts. For the years ended December 31, 2022 and 2021, we released net gains of $4.8 million and $1.7 million, respectively, into cost of goods sold related to foreign currency forward contracts.

Interest Rate Swap Contracts

We used interest rate swaps in order to mitigate the risk of changes in interest rates associated with our variable-rate Term Loan B, which was replaced by our 2023 Term Loan B as a part of our debt modification in March 2023 (see Note 7). As part of this modification, we entered into a termination agreement to unwind our existing interest rate swaps, and as a result, we received proceeds of $5.6 million. As of December 31, 2023, we have a deferred gain of $3.2 million recognized in other comprehensive income related to these proceeds, which will be amortized into interest expense over the remaining term of the contract.

In April 2023, we entered into interest rate swaps designated as cash flow hedges in order to mitigate the risk of interest rate fluctuations associated with our 2023 Term Loan B. Over the life of the 2023 Term Loan B, we will receive variable interest payments from the counterparty lenders in exchange for fixed interest rate payments, which are made at a weighted average rate of 3.36% across our interest rate swap contracts without exchange of the underlying notional amount, which was $400.0 million as of December 31, 2023. Our interest rate swap contracts that were unwound as a part of our debt modification discussed above had a combined notional amount of $192.3 million at December 31, 2022.

The following tables summarize the net effect of all cash flow hedges on the consolidated financial statements for the periods presented (in millions):


	Gain (Loss) Recognized in Other Comprehensive Income
	Year Ended December 31,
Derivatives designated as cash flow hedging instruments	2023		2022		2021
Foreign currency forward contracts	$	8.6	$	2.0	$	2.4

Interest rate swap contracts	6.9		14.2		4.4
Total	$	15.5	$	16.2	$	6.8


	Gain (Loss) Reclassified from Other Comprehensive Income into Earnings
	Year Ended December 31,
Derivatives designated as cash flow hedging instruments	2023		2022		2021
Foreign currency forward contracts	$	5.9	$	4.8	$	1.7

Interest rate swap contracts	8.2		(1.6)		(4.8)
Total	$	14.1	$	3.2	$	(3.1)

Based on the current valuation as of December 31, 2023, we expect to reclassify a net gain of $5.2 million related to the interest rate swap contracts from accumulated other comprehensive loss into earnings during the next 12 months.

Foreign Currency Forward Contracts Not Designated as Hedging Instruments

We use foreign currency forward contracts that are not designated as qualifying cash flow hedging instruments to mitigate our exposure to fluctuations in foreign currency exchange rates due to the remeasurement of certain balance sheet payables and receivables denominated in foreign currencies, as well as gains and losses resulting from the translation of the operating results of our international subsidiaries into U.S. dollars for financial reporting purposes. These contracts generally mature within 12 months from inception. As of December 31, 2023, 2022 and 2021, the notional amounts of our foreign currency forward contracts used to mitigate the exposures discussed above were approximately $209.4 million, $162.9 million, and $67.8 million, respectively. We estimate the fair values of foreign currency forward contracts based on pricing models using current market rates, and record all derivatives on our consolidated balance sheet at fair value, with changes in fair value recorded in our consolidated statements of operations. Foreign currency forward contracts are classified under Level 2 of the fair value hierarchy (see Note 17).

The following table summarizes the location of net gains and losses for each type of our derivative contracts recognized in the consolidated statements of operations for the periods presented (in millions):


		Amount of Net Gain Recognized in Income on Derivative Instruments
Derivatives not designated as hedging instruments	Location of Net Gain Recognized in Income on Derivative Instruments	Years Ended December 31,
		2023		2022		2021
Foreign currency forward contracts	Other income, net	$	19.6	$	44.5	$	14.4

During the years ended December 31, 2023, 2022 and 2021, we recognized net foreign currency transactional losses of $6.4 million, $18.3 million, and $6.4 million, respectively, in our consolidated statements of operations.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Millions	Total	Cumulative Effect, Period of Adoption, Adjustment	Restricted Stock	Total	Common Stock	Common Stock Options and Restricted Stock	Additional Paid-in Capital	Additional Paid-in Capital Cumulative Effect, Period of Adoption, Adjustment	Additional Paid-in Capital Restricted Stock	Retained Earnings	Retained Earnings Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive (Loss) Income	Treasury Stock
Balance at beginning of period (in shares) at Dec. 31, 2020					95,600,000
Balance at beginning of period at Dec. 31, 2020				$ 675.6	$ 1.0		$ 346.9			$ 360.2		$ (6.5)	$ (26.0)
Treasury stock, balance at beginning of period (in shares) at Dec. 31, 2020													(1,400,000)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock issued during period (in shares)					89,800,000	200,000
Common stock issued during period	$ 2,650.2				$ 0.9		2,649.3
Acquisition of treasury stock (in shares)													(1,400,000)
Acquisition of treasury stock	(38.1)						0.4						$ (38.5)
Exercise of stock options (in shares)					600,000								900,000
Exercise of stock options	22.3						1.8						$ 20.5
Compensatory awards released from restriction (in shares)													900,000
Compensatory awards released from restriction	0.0						(18.5)						$ 18.5
Share-based compensation	38.7		$ 33.0				38.7		$ 33.0
Foreign currency translation equity adjustment	(29.2)											(29.2)
Change in fair value of derivative instruments, net of tax	8.4											8.4
Net income (loss)	$ 322.0									322.0
Balance at end of period (in shares) at Dec. 31, 2021					186,200,000
Balance at end of period at Dec. 31, 2021		$ (44.7)		3,682.9	$ 1.9		3,051.6	$ (57.1)		682.2	$ 12.4	(27.3)	$ (25.5)
Treasury stock, balance at end of period (in shares) at Dec. 31, 2021													(1,000,000.0)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible List]	Accounting Standards Update 2020-06
Acquisition of treasury stock (in shares)													(1,600,000)
Acquisition of treasury stock	$ (35.8)						0.3						$ (36.1)
Exercise of stock options (in shares)													100,000
Exercise of stock options	0.7						(0.7)						$ 1.4
Compensatory awards released from restriction (in shares)													1,200,000
Compensatory awards released from restriction	0.0						(29.0)						$ 29.0
Share-based compensation	47.0						47.0
Foreign currency translation equity adjustment	(44.7)											(44.7)
Change in fair value of derivative instruments, net of tax	10.5											10.5
Issuance of common stock related to convertible notes	0.5						0.5
Capped call transaction related to convertible note conversion	0.0						0.1						(0.1)
Net income (loss)	$ 157.9									157.9
Balance at end of period (in shares) at Dec. 31, 2022					186,200,000
Balance at end of period at Dec. 31, 2022				3,774.3	$ 1.9		3,012.7			852.5		(61.5)	$ (31.3)
Treasury stock, balance at end of period (in shares) at Dec. 31, 2022	(1,300,000)												(1,300,000)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Acquisition of treasury stock (in shares)													(3,300,000)
Acquisition of treasury stock	$ (56.0)						0.0						$ (56.0)
Issuance of common stock (in shares)	800,000
Exercise of stock options (in shares)	300,000												200,000
Exercise of stock options	$ 4.2						(2.1)						$ 6.3
Compensatory awards released from restriction (in shares)													1,100,000
Compensatory awards released from restriction	0.0						(24.6)						$ 24.6
Share-based compensation	46.7						46.7
Foreign currency translation equity adjustment	12.8											12.8
Change in fair value of derivative instruments, net of tax	1.2											1.2
Net income (loss)	$ 95.0									95.0
Balance at end of period (in shares) at Dec. 31, 2023					187,000,000.0
Balance at end of period at Dec. 31, 2023				$ 3,878.2	$ 1.9		$ 3,032.7			$ 947.5		$ (47.5)	$ (56.4)
Treasury stock, balance at end of period (in shares) at Dec. 31, 2023	(3,300,000)												(3,300,000)

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Accounts receivable, allowance for credit loss	$ 11.6	$ 10.8
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	3,000,000	3,000,000
Preferred stock, shares outstanding (in shares)	0	0
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	360,000,000	360,000,000
Common stock, shares issued (in shares)	187,000,000	187,000,000
Common stock held in treasury (in shares)	3,300,000	1,300,000

Financing Arrangements - Capped Call (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	Jul. 31, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	May 31, 2020
Debt Instrument [Line Items]
Issuance of common stock related to convertible notes		$ 0.0	$ 0.5	$ 0.0
Convertible Notes
Debt Instrument [Line Items]
Debt instrument, capped call transaction cap price (in dollars per share)					$ 26.96
Convertible Notes \| Senior Notes
Debt Instrument [Line Items]
Debt instrument, convertible, conversion price (in dollars per share)		$ 17.62
Debt conversion, converted instrument, shares received	3,499
Convertible Notes \| Convertible Debt
Debt Instrument [Line Items]
Issuance of common stock related to convertible notes	$ 0.5

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Stock Plans and Share-Based Compensation - Summary of Fair Value of Awards Vested and Weighted Average Grant Date Fair Value per Share (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period, fair value	$ 17.3	$ 17.2	$ 6.5
Stock units, weighted average grant-date fair value (in dollars per share)	$ 22.78	$ 22.81	$ 29.60
Number of stock units granted (in shares)	800,000
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period, fair value	$ 1.3	$ 2.1	$ 0.8
Stock units, weighted average grant-date fair value (in dollars per share)	$ 19.60	$ 0	$ 28.74
Number of stock units granted (in shares)	800,000	0
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period, fair value	$ 7.8	$ 6.9	$ 8.2
Stock units, weighted average grant-date fair value (in dollars per share)	$ 36.58	$ 34.68	$ 30.35
Number of stock units granted (in shares)	600,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
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+ Details

Segment Information

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Segment Information

We have three operating and reportable segments:

•Topgolf, which is primarily comprised of service revenues and expenses from our Company-operated Topgolf venues, Toptracer ball-flight tracking technology, and WGT digital golf game;

•Golf Equipment, which is comprised of product revenues and expenses that encompass golf club and golf ball products, including Callaway Golf-branded woods, hybrids, irons, wedges, Odyssey putters, including Toulon Design putters by Odyssey, packaged sets, Callaway Golf and Strata-branded golf balls and sales of pre-owned golf clubs; and

•Active Lifestyle, which is comprised of product revenues and expenses for the Jack Wolfskin outdoor apparel, gear and accessories business, the TravisMathew golf and lifestyle apparel and accessories business, the Callaway soft goods business and the OGIO business, which consists of golf apparel and accessories (including golf bags), and storage gear for sport and personal use. This segment also includes royalties from licensing of our trademarks and service marks for various soft goods products. During the second quarter of 2022, we changed the name of our Apparel, Gear, and Other operating segment to Active Lifestyle. The segment name change had no impact on the composition of our segments or on previously reported financial position, results of operations, cash flow or segment operating results.

There were no significant intersegment transactions during the years ended December 31, 2023, 2022, or 2021.

The following table contains information utilized by management to evaluate our operating segments for the periods presented below (in millions):


	Years Ended December 31,
	2023		2022		2021
Net revenues:
Topgolf(1)	$	1,761.0	$	1,549.0	$	1,087.6
Golf Equipment	1,387.5		1,406.6		1,229.2
Active Lifestyle	1,136.3		1,040.1		816.6
Total net revenues	$	4,284.8	$	3,995.7	$	3,133.4

Income before income taxes:
Topgolf(1)	$	108.8	$	76.8	$	58.2
Golf Equipment	193.3		251.4		203.9
Active Lifestyle	117.0		77.4		68.5
Total segment operating income	419.1		405.6		330.6
Reconciling Items(2)	(181.4)		(148.8)		(125.9)
Total operating income	237.7		256.8		204.7
Gain on Topgolf investment(3)	—		—		252.5
Interest expense, net	(210.2)		(142.8)		(115.6)
Other income, net	7.3		27.9		9.0

Total income before income taxes	$	34.8	$	141.9	$	350.6

(1) On March 8, 2021, the Company completed the merger with Topgolf and has included the results of operations of Topgolf in its consolidated statements of operations and statements of financial position from that date forward.
(2) Reconciling items in 2023 include corporate general and administrative expenses not utilized by management in determining segment profitability, including reorganization charges of $12.3 million incurred during the twelve months ended December 31, 2023 to reorganize our IT functions and improve the organizational structure in our Active Lifestyle and Topgolf Segments. As of December 31, 2023, our total liability in accrued employee costs and benefits related to the reorganization was $4.0 million. Reconciling items in 2023 and 2022 also include the amortization and depreciation of acquired intangible assets, purchase accounting adjustments related to acquisitions, non-recurring costs associated with the integration of new IT systems stemming from acquisitions, and costs related to a 2023 cybersecurity incident. In addition, reconciling items in 2022 and 2021 include legal and credit agency fees related to the postponement of our debt refinancing, and charges related to the suspension of our Jack Wolfskin retail business in Russia due to the Russia-Ukraine war and the closure of a pre-merger Topgolf concept location. The amount for 2021 also includes transaction, transition and other non-recurring costs associated with the merger with Topgolf and costs associated with the implementation of new IT systems for Jack Wolfskin.
(3) The gain on Topgolf investment is related to the fair value step-up on the Company’s investment in Topgolf (see Note 4).


	December 31,
	2023		2022







Inventory:
Topgolf	$	50.2	$	38.2
Golf Equipment	454.2		567.2
Active Lifestyle	290.0		353.8
Total inventory	$	794.4	$	959.2







Property, Plant, & Equipment, net:
Topgolf	$	1,963.0	$	1,612.4
Golf Equipment	102.5		106.5
Active Lifestyle	91.0		90.7
Total property, plant, & equipment, net	$	2,156.5	$	1,809.6







Goodwill & Intangibles, net:
Topgolf	$	2,427.6	$	2,421.3
Golf Equipment	621.5		620.6
Active Lifestyle	445.1		445.5
Total goodwill & intangibles, net	$	3,494.2	$	3,487.4

Additions to long-lived assets:
Topgolf	$	503.1	$	490.4
Golf Equipment	8.1		13.8
Active Lifestyle	20.2		22.4
Corporate	57.7		36.3
Total additions to long-lived assets	$	589.1	$	562.9

Depreciation and amortization:
Topgolf	$	183.9	$	143.8
Golf Equipment	19.7		20.7
Active Lifestyle	36.1		28.3
Total depreciation and amortization	$	239.7	$	192.8

We market our products in the United States and internationally, with our principal international markets being Asia and Europe. The tables below contain information about the geographical areas in which we operate. Net revenues are attributed to the location to which the product was shipped. Long-lived assets are based on location of domicile.


	2023		2022		2021
	(in millions)
Net Revenues:
United States	$	3,081.4	$	2,798.0	$	2,067.1
Europe	540.6		537.4		499.5
Asia	531.9		545.4		465.5
Rest of World	130.9		114.9		101.3
Total Net Revenues	$	4,284.8	$	3,995.7	$	3,133.4

Long-Lived Assets
United States	$	2,041.4	$	1,729.0	$	1,383.6
Europe	92.9		58.8		48.9
Asia	19.2		18.8		7.2
Rest of World	3.0		3.0		11.7
Total Long-Lived Assets	$	2,156.5	$	1,809.6	$	1,451.4

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

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+ Details

The Company and Basis of Presentation	12 Months Ended
The Company and Basis of Presentation	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company and Basis of Presentation	The Company and Basis of Presentation The Company Topgolf Callaway Brands Corp. (together with its wholly-owned subsidiaries, referred to as “we,” “our,” “us,” “the Company,” or “Topgolf Callaway Brands” unless otherwise specified), a Delaware corporation, is a leading modern golf and active lifestyle company that provides world-class golf entertainment experiences, designs and manufactures premium golf equipment, and sells golf and active lifestyle apparel and other accessories through our family of brand names, which include Topgolf, Callaway Golf, Odyssey, TravisMathew, Jack Wolfskin, OGIO, Toptracer and World Golf Tour (“WGT”). Our products and brands are reported under three operating segments: Topgolf, which includes the operations of our Company-operated and franchised Topgolf venues, Toptracer ball-flight tracking technology (“Toptracer”), and WGT digital golf game; Golf Equipment, which includes the operations of our golf clubs and golf balls business under the Callaway Golf and Odyssey brand names; and Active Lifestyle, which includes the operations of our soft goods business marketed under the Callaway, TravisMathew, Jack Wolfskin and OGIO brand names. Basis of Presentation We have prepared the accompanying consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and accounting principles generally accepted in the United States of America (“GAAP”). We translate the financial statements of our foreign subsidiaries using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. All intercompany balances and transactions have been eliminated during consolidation. Fiscal Year End Our annual financial results are reported on a calendar year basis. Our Topgolf operating segment previously operated on a 52- or 53-week retail calendar year, which ended on the Sunday closest to December 31. As of April 4, 2022, Topgolf began operating on a calendar year ending on December 31. Therefore, Topgolf financial information included in our consolidated financial statements for the years ended December 31, 2022 and 2021 are for the period beginning January 3, 2022 and ending December 31, 2022, and the period beginning March 8, 2021 (the date on which we completed our merger with Topgolf) and ending January 2, 2022, respectively. For more information on the merger with Topgolf, see Note 4.

Revenue Recognition - Sales Return Reserve (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning Balance	$ 55.4	$ 47.4	$ 44.0
Provision	181.9	128.4	91.0
Sales returns	(181.4)	(120.4)	(87.6)
Ending Balance	$ 55.9	$ 55.4	$ 47.4

Financing Arrangements

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Financing Arrangements

Our credit facilities and long-term debt obligations are summarized as follows (in millions):


	Maturity Date	Interest Rate	December 31, 2023		December 31, 2022
Short-Term Credit Facilities
U.S. Asset-Based Revolving Credit Facility	March 16, 2028	5.34%	$	26.3	$	181.1
2022 Japan ABL Credit Facility	January 25, 2025	0.85%	28.4		38.2
Total Principal Amount			$	54.7	$	219.3
Unamortized Debt Issuance Costs			$	4.5	$	0.9

Balance Sheet Location
Asset-based credit facilities			$	54.7	$	219.3
Prepaid expenses			$	1.1	$	0.6
Other long-term assets			$	3.4	$	0.3

	Maturity Date	Interest Rate	December 31, 2023		December 31, 2022
Long-Term Debt and Credit Facilities
2023 Term Loan B	March 16, 2030	8.96%	$	1,240.6	$	—
Convertible Notes	May 1, 2026	2.75%	258.3		258.3
Equipment Notes	August 27, 2024 - December 21, 2027	2.36% - 5.93%	19.2		27.8
Mortgage Loans	July 1, 2033 - July 29, 2036	9.75% - 11.31%	45.4		45.9
Financed Tenant Improvements	February 1, 2035	8.00%	3.3		3.5
Term Loan B	—	8.88%	—		432.0
Topgolf Term Loan	—	10.58%	—		336.9
Topgolf Revolving Credit Facility	—	8.08%	—		110.0
Total Principal Amount			$	1,566.8	$	1,214.4
Less: Unamortized Debt Issuance Costs			31.5		24.3
Total Debt, net of Unamortized Debt Issuance Costs			$	1,535.3	$	1,190.1

Balance Sheet Location
Other current liabilities			$	17.1	$	13.8
Long-term debt			1,518.2		1,176.3
Total Debt, net of Unamortized Debt Issuance Costs			$	1,535.3	$	1,190.1

Total interest and amortization expense related to our credit facilities and long-term debt obligations, which is included in “Interest expense, net” in our consolidated statement of operations, is summarized as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Short-Term Credit Facilities
U.S. Asset-Based Revolving Credit Facility	$	7.4	$	4.3	$	1.6
2022 Japan ABL Credit Facility	0.3		0.3		—
Total	$	7.7	$	4.6	$	1.6

Long-Term Debt and Credit Facilities
2023 Term Loan B	$	90.9	$	—	$	—
Convertible Notes	7.1		7.1		7.1
Equipment Notes	0.8		0.7		0.9
Financed Tenant Improvements	0.3		—		—
Mortgage Loans	4.7		4.8		4.0
Term Loan B	8.6		31.2		24.1
Topgolf Term Loan	7.8		29.9		21.4
Topgolf Revolving Credit Facility	2.7		4.4		6.2
Japan Term Loan	—		—		0.1
Total	$	122.9	$	78.1	$	63.8

Revolving Credit Facilities and Available Liquidity

In addition to cash on hand and cash generated from operations, we rely on our U.S. Asset-Based Revolving Credit Facility and 2022 Japan ABL Credit Facility to manage seasonal liquidity fluctuations. As of December 31, 2023, our available liquidity, which is comprised of cash on hand and amounts available under our U.S. and Japan facilities, less outstanding letters of credit and outstanding borrowings, was $742.6 million.

U.S. Asset-Based Revolving Credit Facility

In March 2023, we completed a comprehensive debt refinancing plan in order to modify our capital structure, reduce our borrowing costs, and improve our liquidity. As a part of this refinancing plan, we entered into a Fifth Amended and Restated Loan and Security Agreement (the “New ABL Agreement”) with Bank of America, N.A. and other lenders, which provides for a senior secured asset-based revolving credit facility in an aggregate principal amount of up to $525.0 million, consisting of a U.S. facility in an aggregate principal amount of up to $440.0 million, a Canadian facility in an aggregate principal amount of up to $5.0 million, a German facility in an aggregate principal amount of up to $60.0 million, and a U.K./Dutch facility in an aggregate principal amount of up to $20.0 million (collectively, the “New ABL Facility”), in each case subject to borrowing base availability under the applicable facility and in each case subject to reallocation of such amounts between jurisdictions in accordance with the terms of the New ABL Agreement. Amounts outstanding under the New ABL Facility are secured by a first priority lien on certain assets, including cash (to the extent pledged by us), certain intellectual property, certain eligible real estate, inventory and accounts receivable of us and our subsidiaries in the United States, Germany, Canada, the Netherlands, and the United Kingdom (other than certain excluded subsidiaries) and a second-priority lien on substantially all of our and such subsidiaries’ other assets. The New ABL Facility includes customary affirmative and negative covenants, including among other things, restrictions on the incurrence of additional debt, liens, dividends and other restricted payments, asset sales, investments, mergers, acquisitions and affiliate transactions, as well as customary events of default. Amounts borrowed under the New ABL Facility increase and decrease relative to the changes in certain of the assets with which the facility is secured, and may be repaid and borrowed from time to time subject to the conditions in the New ABL Agreement, with the entire outstanding principal amount due and payable on the maturity date.

Under the New ABL Facility, we are also subject to compliance with a fixed charge coverage ratio of at least 1.0:1.0 during certain specified periods in which our borrowing base availability, as adjusted, falls below 10.0% of the maximum aggregate principal amount of the New ABL Facility, as adjusted. As of December 31, 2023, our borrowing base availability was above 10% of the maximum principal amount of the New ABL Facility, as adjusted.

The interest rate applicable to outstanding borrowings under the New ABL Facility may fluctuate as specified in the New ABL Agreement, depending on our “Availability Ratio,” which is further defined in the New ABL Agreement and is expressed as a percentage of (i) the average daily availability under the New ABL Facility to (ii) the sum of the Canadian, German, U.K./Dutch and U.S. borrowing bases, as adjusted. Any unused portions of the New ABL Facility are subject to a monthly fee of 0.25% per annum.

Our average borrowings, availability, and interest rate under the New ABL Facility were as follows (in millions except interest rates):


	Year Ended December 31,
	2023			2022			2021
Average borrowings	$	104.9		$	101.9		$	20.3
Average availability	$	354.6		$	253.0		$	295.3
Weighted average interest rate	5.88		%	4.01		%	3.04		%

2022 Japan ABL Credit Facility

We have an asset-based revolving credit facility with the Bank of Tokyo-Mitsubishi UFJ (the “2022 Japan ABL Credit Facility”) which provides a line of credit to our Japan subsidiary of up to 6.0 billion Japanese Yen ($42.6 million), is subject to borrowing base availability under the facility, and is secured by certain assets, including eligible inventory and accounts receivable of our Japan subsidiary which are subject to certain restrictions and covenants related to certain pledged assets and financial performance metrics. The interest rate applicable to outstanding borrowings under the 2022 Japan ABL Credit Facility is subject to an effective interest rate equal to the Tokyo Interbank Offered Rate plus 0.80%. As of December 31, 2023, our remaining borrowing base availability under the 2022 Japan ABL Credit Facility was 2.0 billion Yen ($14.2 million).

Long-Term Debt

2023 Term Loan B

In conjunction with the debt refinancing plan which occurred in March 2023 mentioned above, we entered into a Credit Agreement (the “Credit Agreement”) with Bank of America, N.A. as administrative agent, and the financial institutions party thereto as lenders which provides for a senior secured term loan B facility (the “2023 Term Loan B”). The 2023 Term Loan B provides for a senior secured term loan B facility in an original aggregate principal amount of $1,250.0 million, which was issued net of an original issuance discount of $12.5 million. We used a portion of the net proceeds from the 2023 Term Loan B for the repayment of outstanding principal and interest amounts on our prior Term Loan B facility, as well as the repayment of the outstanding principal, interest and fees associated with the prior Topgolf credit facilities, which consisted of a senior secured term loan facility (the “Topgolf Term Loan”) and a senior secured revolving credit facility (the “Topgolf Revolving Credit Facility” and, together with the Topgolf Term Loan, collectively, the “Topgolf Credit Facilities”). We accounted for the transactions associated with the Credit Agreement and repayment and retirement of the prior Term Loan B facility and Topgolf Credit Facilities as a debt modification. As a result, during the three months ended March 31, 2023, we recognized a non-cash loss of $10.5 million within other income/expense in our condensed consolidated statement of operations related to the write-off of the unamortized original issuance discounts and debt issuance costs associated with the prior Term Loan B facility and Topgolf Credit Facilities for lenders who did not participate in the Credit Agreement. Additionally, we recognized $2.3 million of third-party fees and capitalized $11.0 million in debt issuance costs in connection with the Credit Agreement. The $2.3 million of third-party fees were recognized as selling, general and administrative expense in our condensed consolidated statement of operations during the twelve months ended December 31, 2023. The debt issuance costs and original issuance discount are being amortized into interest expense over the term of the Credit Agreement and are included as a reduction to long-term debt in our condensed consolidated balance sheet as of December 31, 2023.

The 2023 Term Loan B amortizes at a rate per annum equal to 1.00% of the initial aggregate principal amount of the loan, payable quarterly, commencing with the quarter ending June 30, 2023, with the remaining outstanding principal amount due and payable at maturity. The 2023 Term Loan B also contains customary affirmative and negative covenants, including, among other things, restrictions related on the incurrence of additional debt, liens, dividends and other restricted payments, asset sales, investments, mergers, acquisitions, and affiliate transactions, as well as customary events of default. The 2023 Term Loan B is not subject to any financial covenants. The 2023 Term Loan B is guaranteed by certain of our direct and indirect wholly-owned U.S. subsidiaries (other than certain excluded subsidiaries), and is secured by substantially all of our assets and the assets of each subsidiary guarantor, in each case, subject to certain customary exceptions.

The interest rate on outstanding borrowings under the 2023 Term Loan B are, at our option, a rate per annum equal to (a) a term SOFR-based rate (“Term SOFR”) plus a 0.10% credit spread adjustment (and subject to a 0% floor), plus an applicable margin of 3.25% or 3.50%, depending on our applicable debt rating (the “Debt Rating”), which is based on our corporate credit rating determined by S&P, and our corporate family rating determined by Moody’s, or (b) a base rate equal to the sum of (i) the greater of (A) the greater of the federal funds rate and the overnight bank funding rate published by the Federal Reserve Bank of New York, plus 0.50%, (B) Term SOFR for a one-month interest period term plus 1.0% (and subject to a 1% floor), (C) the prime rate announced by Bank of America from time to time, and (D) 1.0%, plus (ii) an applicable margin of 2.25% or 2.50%, depending on our applicable Debt Rating.

Convertible Notes

Our convertible senior notes issued in May 2020 (the “Convertible Notes”) bear interest at a rate of 2.75% per annum on the principal amount, which is payable semi-annually in arrears on May 1 and November 1 of each year.

As of May 6, 2023, we have the option to settle the Convertible Notes through cash settlement, physical settlement, or combination settlement at our election, and may redeem all or part of the Convertible Notes, subject to certain stipulations. The Convertible Notes are convertible into shares of our common stock at an initial conversion rate of 56.8 shares per $1,000 principal amount of Convertible Notes, which is equal to an initial conversion price of $17.62 per share. Additionally, all or any portion of the Convertible Notes may be converted at the conversion rate and at the holders’ option on or after February 1, 2026 until the close of business on the second trading day immediately prior to the maturity date, and upon the occurrence of certain contingent conversion events. The Convertible Notes are structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent we are not a holder thereof) preferred equity, if any, of our subsidiaries.

In July 2022, in accordance with the terms of the indenture under which the Convertible Notes were issued, holders of our Convertible Notes elected to convert $0.5 million of Convertible Notes into 25,602 shares of our common stock. The Convertible Notes were converted at a conversion rate of 56.8 shares of our common stock per $1,000 principal amount of Convertible Notes.

Capped Call

In connection with the pricing of the Convertible Notes, we entered into privately negotiated capped call transactions with certain counterparties (“Capped Calls”). The Capped Calls cover the aggregate number of shares of our common stock that initially underlie the Convertible Notes, and are generally expected to reduce potential dilution and/or offset any cash payments we are required to make related to any conversion of the Convertible Notes. The Capped Calls each have an exercise price of $17.62 per share, subject to certain adjustments, which correspond to the initial conversion prices of the Convertible Notes, and a cap price of $26.96 per share as of the date of this filing. Capped Calls are excluded from the calculation of diluted earnings per share, as they would be anti-dilutive under the if-converted method. The initial cost of the Capped Calls was recognized as a reduction to additional paid-in-capital on our consolidated balance sheet.

In connection with the conversion of $0.5 million of Convertible Notes in July 2022, the Company and the counterparties entered into a partial termination of the Capped Calls with respect to the Convertible Notes converted, which resulted in the Company receiving 3,499 shares of the Company’s common stock from the counterparties.

Equipment Notes

We have long-term financing agreements (the “Equipment Notes”) with various lenders which we use in order to invest in certain of our facilities and information technology equipment. The loans are secured by the relative underlying equipment.

Mortgage Loans

We have three mortgage loans related to our Topgolf venues. The mortgage loans are secured by the assets of each respective venue and require either monthly (i) principal and interest payments or (ii) interest-only payments until their maturity dates. For loans requiring monthly interest-only payments, the entire unpaid principal balance and any unpaid accrued interest is due at maturity.

Aggregate Amount of Long-Term Debt Maturities

The following table presents our combined aggregate amount of maturities for our long-term debt over the next five years and thereafter as of December 31, 2023. Amounts payable under the 2023 Term Loan B below represent minimum principal repayment obligations as of December 31, 2023.


	(in millions)
2024	$	20.8
2025	18.6
2026	276.4
2027	15.6
2028	13.7
Thereafter	1,221.7
Total aggregate amount of maturities	1,566.8
Less: Unamortized Debt Issuance Costs	31.5
Total aggregate amount of maturities, net of Unamortized Debt Issuance Costs	$	1,535.3

As of December 31, 2023, we were in compliance with all fixed charge coverage ratios and all other financial covenants and reporting requirements under the terms of our credit facilities and long-term debt mentioned above, as applicable.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule Of Income Tax [Line Items]
Change in net deferred taxes		$ (80.4)
Valuation allowance, decrease	$ 50.8
Liability for income taxes associated with uncertain tax positions		29.3	$ 26.2	$ 26.6	$ 28.3
Tax benefits associated with potential transfer pricing adjustments		5.1
Tax benefits associated with state income taxes and other timing adjustments		8.1
Net amount of unrecognized tax benefit related to uncertain tax positions that would impact, if recognized, effective income tax rate		16.1
Decrease in unrecognized tax benefits is reasonably possible		3.6
Interest and penalties expense (benefit) related to income tax matters		0.1	0.3	$ 0.6
Income tax accrued for payment of interest and penalties		2.9	$ 2.9
Undistributed earnings		177.2
Accrued impact for jurisdictions not permanently reinvested		3.3
U.S. Federal
Schedule Of Income Tax [Line Items]
Tax credit carryforwards		46.6
State
Schedule Of Income Tax [Line Items]
Tax credit carryforwards		$ 33.7

Subsequent Event	12 Months Ended
Subsequent Event	Dec. 31, 2023
Subsequent Events [Abstract]
Subsequent Event	Subsequent Event] On January 1, 2024, in conjunction with our acquisition of the BigShots business, the initial closing of which was completed on November 1, 2023 (see Note 4), we completed the acquisition of additional assets from affiliates of Invited related to the BigShots business for a purchase price of approximately $5.9 million, which we funded with existing cash on hand. [Placeholder for 3rd Phase]

Financing Arrangements - U.S. Asset-Based Revolving Credit Facility Narrative Summary (Details)	12 Months Ended
	Dec. 31, 2023	Mar. 31, 2023 USD ($)
Bank of America, N.A.
Debt Instrument [Line Items]
Debt covenant, fixed charge coverage ratio	1.0
Fixed charges coverage ratio covenant reference borrowing capacity, percent	10.00%
Line of credit facility, unused capacity, commitment fee percentage	0.25%
Revolving Credit Facility \| New ABL Agreement \| Line of Credit
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		$ 525,000,000
Revolving Credit Facility \| New ABL Agreement \| Line of Credit \| United States
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		440,000,000
Revolving Credit Facility \| New ABL Agreement \| Line of Credit \| Canada
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		5,000,000
Revolving Credit Facility \| New ABL Agreement \| Line of Credit \| Germany
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		60,000,000
Revolving Credit Facility \| New ABL Agreement \| Line of Credit \| United Kingdom
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		$ 20,000,000

Revenue Recognition (Tables)

12 Months Ended

Dec. 31, 2023

Revenue Recognition [Abstract]

Disaggregation of Revenue

The following table presents our revenue disaggregated by operating and reportable segment and major category (in millions):


	Year Ended December 31,
	2023		2022		2021
Topgolf (1):
Venues	$	1,692.6	$	1,477.1	$	1,029.0
Other business lines	68.4		71.9		58.6
Total Topgolf	$	1,761.0	$	1,549.0	$	1,087.6

Golf Equipment:
Golf clubs	$	1,073.5	$	1,097.1	$	994.5
Golf balls	314.0		309.5		234.7
Total Golf Equipment	$	1,387.5	$	1,406.6	$	1,229.2

Active Lifestyle:
Apparel	$	713.2	$	631.7	$	490.9
Gear, accessories & other	423.1		408.4		325.7
Total Active Lifestyle	$	1,136.3	$	1,040.1	$	816.6

Total Consolidated	$	4,284.8	$	3,995.7	$	3,133.4

(1) Topgolf revenues for year ended December 31, 2021 are for the period of March 8, 2021 through January 2, 2022, due to the timing of the merger.

The following table summarizes revenue by geographical region (in millions):


	Year Ended December 31,
	2023		2022		2021
Revenue by Major Geographic Region:
United States	$	3,081.4	$	2,798.0	$	2,067.1
Europe	540.6		537.4		499.5
Asia	531.9		545.4		465.5
Rest of World	130.9		114.9		101.3
Total	$	4,284.8	$	3,995.7	$	3,133.4

The following table summarizes all licensing, royalty and other income revenues by operating and reportable segment (in millions):


	Year Ended December 31,
	2023		2022		2021
Topgolf	$	49.0	$	50.3	$	37.3
Active Lifestyle	26.9		26.6		30.9
Total	$	75.9	$	76.9	$	68.2

Reconciliation of Activity Related to Short-term Deferred Revenue

The following table provides a reconciliation of activity related to our short-term deferred revenue balance for the periods presented (in millions):


	Year Ended December 31,
	2023		2022		2021
Beginning Balance(1)	$	94.9	$	93.9	$	2.5
Deferral of revenue	694.1		646.4		459.6
Revenue recognized	(651.7)		(630.2)		(360.2)
Breakage	(26.3)		(19.0)		(10.3)
Foreign currency translation and other	(0.1)		3.8		2.3
Ending Balance	$	110.9	$	94.9	$	93.9

(1) 2021 Beginning Balance excludes Topgolf due to the timing of the merger.

The following table summarizes the amount of the deferred revenue recognized during the periods presented which were included in the balance of deferred revenue balances as of the end of the prior year reporting period (in millions):


	Year Ended December 31,
	2023		2022		2021
Deferred revenue recognized from prior period ending balance(1)	$	63.7	$	67.0	$	1.5
(1) 2021 excludes Topgolf due to the timing of the merger.

Reconciliation of Short Term Sales Program Incentives

The following table provides a reconciliation of our short-term sales program incentives activity for the periods presented (in millions):


	Year Ended December 31,
	2023		2022		2021
Beginning Balance	$	20.8	$	23.3	$	26.2
Additions	40.0		35.7		32.5
Credits issued	(42.6)		(32.9)		(32.1)
Foreign currency translation and other	(1.7)		(5.3)		(3.3)
Ending Balance	$	16.5	$	20.8	$	23.3

Sales Returns and Allowances

The following table provides a reconciliation of the activity related to our sales return reserve for the periods presented (in millions):


	Year Ended December 31,
	2023		2022		2021
Beginning Balance	$	55.4	$	47.4	$	44.0
Provision	181.9		128.4		91.0
Sales returns	(181.4)		(120.4)		(87.6)

Ending Balance	$	55.9	$	55.4	$	47.4

Financing Arrangements - Term Loan B (Details) - USD ($)	1 Months Ended	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2023
Line of Credit Facility [Line Items]
Loss on debt modification			$ 10,500,000	$ 0	$ 0
2023 Term Loan B \| Secured Debt
Line of Credit Facility [Line Items]
Debt instrument, face amount	$ 1,250,000,000	$ 1,250,000,000
Debt issuance costs, gross	12,500,000	12,500,000
Loss on debt modification		10,500,000
Asset-based credit facility, origination fees	2,300,000	2,300,000
Debt issuance costs, net	$ 11,000,000	$ 11,000,000
Debt instrument, amortization rate, percentage						1.00%
2023 Term Loan B \| Secured Debt \| Secured Overnight Financing Rate (SOFR)
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.10%
Debt instrument, interest rate, floor	0
2023 Term Loan B \| Secured Debt \| Applicable Margin \| Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	3.25%
2023 Term Loan B \| Secured Debt \| Applicable Margin \| Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	3.50%
2023 Term Loan B \| Secured Debt \| Fed Funds Effective Rate Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.50%
2023 Term Loan B \| Secured Debt \| One Month Secured Overnight Financing Rate (SOFR)
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	1.00%
Debt instrument, interest rate, floor	0.01
2023 Term Loan B \| Secured Debt \| Prime Rate
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	1.00%
2023 Term Loan B \| Secured Debt \| Applicable Margin Prime Rate \| Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	2.25%
2023 Term Loan B \| Secured Debt \| Applicable Margin Prime Rate \| Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	2.50%

Segment Information - Information Utilized by Management to Evaluate Operating Segments (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Total net revenues	$ 4,284.8	$ 3,995.7	$ 3,133.4
Total operating income	237.7	256.8	204.7
Gain on Topgolf investment	0.0	0.0	252.5
Interest expense, net	(210.2)	(142.8)	(115.6)
Other income, net	7.3	27.9	9.0
Total income before income taxes	34.8	141.9	350.6
Inventory	794.4	959.2
Property, plant and equipment, net	2,156.5	1,809.6
Goodwill & Intangibles, net	3,494.2	3,487.4
Additions to long-lived assets	589.1	562.9
Depreciation and amortization	239.7	192.8	155.8
Charges to cost and expense	12.3
Restructuring reserve	4.0
Operating Segments
Segment Reporting Information [Line Items]
Total net revenues	4,284.8	3,995.7	3,133.4
Income (loss) before income taxes	419.1	405.6	330.6
Total operating income	237.7	256.8	204.7
Reconciling items
Segment Reporting Information [Line Items]
Reconciling items	(181.4)	(148.8)	(125.9)
Additions to long-lived assets	57.7	36.3
Topgolf
Segment Reporting Information [Line Items]
Total net revenues	1,761.0	1,549.0	1,087.6
Topgolf \| Operating Segments
Segment Reporting Information [Line Items]
Total net revenues	1,761.0	1,549.0	1,087.6
Income (loss) before income taxes	108.8	76.8	58.2
Inventory	50.2	38.2
Property, plant and equipment, net	1,963.0	1,612.4
Goodwill & Intangibles, net	2,427.6	2,421.3
Additions to long-lived assets	503.1	490.4
Depreciation and amortization	183.9	143.8
Golf Equipment
Segment Reporting Information [Line Items]
Total net revenues	1,387.5	1,406.6	1,229.2
Golf Equipment \| Operating Segments
Segment Reporting Information [Line Items]
Total net revenues	1,387.5	1,406.6	1,229.2
Income (loss) before income taxes	193.3	251.4	203.9
Inventory	454.2	567.2
Property, plant and equipment, net	102.5	106.5
Goodwill & Intangibles, net	621.5	620.6
Additions to long-lived assets	8.1	13.8
Depreciation and amortization	19.7	20.7
Active Lifestyle
Segment Reporting Information [Line Items]
Total net revenues	1,136.3	1,040.1	816.6
Active Lifestyle \| Operating Segments
Segment Reporting Information [Line Items]
Total net revenues	1,136.3	1,040.1	816.6
Income (loss) before income taxes	117.0	77.4	$ 68.5
Inventory	290.0	353.8
Property, plant and equipment, net	91.0	90.7
Goodwill & Intangibles, net	445.1	445.5
Additions to long-lived assets	20.2	22.4
Depreciation and amortization	$ 36.1	$ 28.3

Stock Plans and Share-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions		12 Months Ended
	Mar. 08, 2021 USD ($) plan $ / shares	Dec. 31, 2023 USD ($) plan shares	Dec. 31, 2022 shares	Dec. 31, 2021 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shareholder approved stock plans \| plan		2
Available (in shares)		12,000,000.0
Authorized (in shares)		53,700,000
Number of compensation plans \| plan	2
Granted (in shares)		0	0	3,200,000
Weighted average grant date fair value (in dollars per share) \| $ / shares	$ 25.93
Fair value of options \| $	$ 5.3
2022 Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Available (in shares)		12,000,000.0
Authorized (in shares)		16,000,000.0	16,000,000
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation expense related to non-vested shares granted \| $		$ 0.1
2004 Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares per employee (in shares)		2,000,000
Available (in shares)		0
2021 Inducement Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Available (in shares)		0

Stock Plans and Share-Based Compensation - Summary of Intrinsic Value and Cash Received for Option Exercises (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]
Intrinsic value for options exercised	$ 1.7	$ 0.6	$ 26.3
Cash received from exercise of options	$ 4.2	$ 0.7	$ 22.3

Investments	12 Months Ended
Investments	Dec. 31, 2023
Investments, All Other Investments [Abstract]
Investments	Investments Investment in Full Swing We have an ownership interest of less than 20.0% in Full Swing Golf Holdings, LLC (“Full Swing”), owners of multi-sport indoor virtualization and simulation technology. The investment is accounted for at cost less impairments, and adjusted for observable changes in fair value. At both December 31, 2023 and December 31, 2022, the carrying value of our investment in Full Swing was $9.3 million, which is included in other assets, net on our consolidated balance sheets. On August 1, 2023 we completed the acquisition of the assets of Swing Suite, an indoor golf simulation technology that provides golf ball flight measurements and tracking data, from Full Swing for total cash consideration of $12.5 million, consisting of customer relationships, sales-type leases and licensing agreements. Investment in Five Iron Golf We have an ownership interest of less than 20.0% in preferred shares of The Range NYC, LLC (“Five Iron Golf”), an urban indoor golf experience company which hosts a golf simulation technology and serves food and beverage. The investment is accounted for at cost less impairments, and is adjusted for observable changes in fair value. During the twelve months ended December 31, 2023, we invested an additional $2.0 million in Five Iron Golf and recognized a $0.4 million fair value step-up in our investment related to an observable market transaction that occurred during the third quarter of 2023. As of December 31, 2023 and December 31, 2022, the carrying value of our investment in Five Iron Golf was $32.4 million and $30.0 million, respectively, which is included in other assets, net on our consolidated balance sheets.

Accumulated Other Comprehensive Loss

12 Months Ended

Dec. 31, 2023

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Loss

The following table details the amounts reclassified from accumulated other comprehensive loss and foreign currency translation adjustments for the periods presented below (in millions):


	Derivative Instruments		Foreign Currency Translation		Total
Accumulated other comprehensive loss, January 1, 2021, after tax	$	(14.0)	$	7.5	$	(6.5)
Change in derivative instruments	6.9		—		6.9
Net gains reclassified to cost of goods sold	(1.7)		—		(1.7)
Net losses reclassified to interest expense	4.8		—		4.8
Income tax provision on derivative instruments	(1.6)		—		(1.6)
Foreign currency translation adjustments	—		(29.2)		(29.2)
Accumulated other comprehensive loss, December 31, 2021, after tax	(5.6)		(21.7)		(27.3)
Change in derivative instruments	16.2		—		16.2
Net gains reclassified to cost of goods sold	(4.8)		—		(4.8)

Net losses reclassified to interest expense	1.6		—		1.6
Income tax provision on derivative instruments	(2.5)		—		(2.5)
Foreign currency translation adjustments	—		(44.7)		(44.7)
Accumulated other comprehensive loss, December 31, 2022, after tax	4.9		(66.4)		(61.5)
Change in derivative instruments	15.5		—		15.5
Net gains reclassified to cost of goods sold	(5.9)		—		(5.9)

Net gains reclassified to interest expense	(8.2)		—		(8.2)
Income tax provision on derivative instruments	(0.2)		—		(0.2)
Foreign currency translation adjustments	—		12.8		12.8
Accumulated other comprehensive loss, December 31, 2023, after tax	$	6.1	$	(53.6)	$	(47.5)

Stock Plans and Share-Based Compensation - Roll-Forward of Activity for Restricted Stock Unit, Restricted Stock and Performance Shares (Details) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Restricted Stock Units
Units
Unvested balance at beginning of period (in shares)	1,400,000
Granted (in shares)	800,000
Vested (in shares)	(700,000)
Target Award Adjustment (in shares)	0
Forfeited (in shares)	(100,000)
Unvested balance at end of period (in shares)	1,400,000	1,400,000
Weighted- Average Grant-Date Fair Value
Unvested balance at beginning of period (in dollars per share)	$ 25.47
Granted (in dollars per share)	22.78	$ 22.81	$ 29.60
Vested (in dollars per share)	25.21
Target Award Adjustment (in dollars per share)	0
Forfeited (in dollars per share)	25.09
Unvested balance at end of period (in dollars per share)	$ 24.13	$ 25.47
Restricted Stock
Units
Unvested balance at beginning of period (in shares)	100,000
Granted (in shares)	800,000	0
Vested (in shares)	(100,000)
Target Award Adjustment (in shares)	0
Forfeited (in shares)	0
Unvested balance at end of period (in shares)	800,000	100,000
Weighted- Average Grant-Date Fair Value
Unvested balance at beginning of period (in dollars per share)	$ 29.52
Granted (in dollars per share)	19.60	$ 0	28.74
Vested (in dollars per share)	29.52
Target Award Adjustment (in dollars per share)	0
Forfeited (in dollars per share)	29.52
Unvested balance at end of period (in dollars per share)	$ 19.83	$ 29.52
Performance Shares
Units
Unvested balance at beginning of period (in shares)	2,100,000
Granted (in shares)	600,000
Vested (in shares)	(400,000)
Target Award Adjustment (in shares)	100,000
Forfeited (in shares)	(100,000)
Unvested balance at end of period (in shares)	2,300,000	2,100,000
Weighted- Average Grant-Date Fair Value
Unvested balance at beginning of period (in dollars per share)	$ 30.24
Granted (in dollars per share)	36.58	$ 34.68	$ 30.35
Vested (in dollars per share)	20.74
Target Award Adjustment (in dollars per share)	19.85
Forfeited (in dollars per share)	32.44
Unvested balance at end of period (in dollars per share)	$ 32.71	$ 30.24

Earnings Per Common Share - Narrative (Details) - shares shares in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Earnings Per Share Disclosure [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)		1.3	1.3
Options, Restricted Stock Units, And Performance Share Units
Earnings Per Share Disclosure [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	2.3

Fair Value of Financial Instruments - Fair Value Relating to Financial Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	$ 1,535.3	$ 1,190.1
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes	258.3	258.3
Carrying Value \| Loans Payable
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	45.4	45.9
Carrying Value \| 2023 Term Loan B \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	1,240.6	0.0
Carrying Value \| Equipment Notes \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	19.2	27.8
Carrying Value \| Term Loan B \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	0.0	432.0
Carrying Value \| Topgolf Term Loan \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	0.0	336.9
Carrying Value \| Topgolf Revolving Credit Facility \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Credit facilities	0.0	110.0
Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Convertible notes	277.0	337.7
Fair Value \| Loans Payable
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	54.8	55.3
Fair Value \| 2023 Term Loan B \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	1,242.2	0.0
Fair Value \| Equipment Notes \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	17.0	23.6
Fair Value \| Term Loan B \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	0.0	431.1
Fair Value \| Topgolf Term Loan \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt	0.0	337.1
Fair Value \| Topgolf Revolving Credit Facility \| Secured Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Credit facilities	0.0	110.0
ABL Facility \| Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Credit facilities	26.3	181.1
ABL Facility \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Credit facilities	26.3	181.1
2022 Japan ABL Credit Facility \| Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Credit facilities	28.4	38.2
2022 Japan ABL Credit Facility \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Credit facilities	$ 28.4	$ 38.2

Leases - Sales-Type Lease, Lease Receivable, Maturity (Details) $ in Millions	Dec. 31, 2023 USD ($)
Sales-Type and Direct Financing Leases, Lease Receivable, Payments to be Received, Fiscal Year Maturity [Abstract]
2024	$ 33.5
2025	28.2
2026	21.0
2027	12.4
2028	5.7
Thereafter	2.8
Total future lease payments	103.6
Less: imputed interest	11.6
Total	$ 92.0

Stock Plans and Share-Based Compensation

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock Plans and Share-Based Compensation

Equity Compensation Plans and Replacement Awards

As of December 31, 2023, we had two shareholder approved stock plans under which shares were available for equity-based awards; the Callaway Golf Company Amended and Restated 2004 Incentive Plan (the “2004 Incentive Plan”) and the Callaway Golf Company 2022 Incentive Plan (the “2022 Incentive Plan”). We also had one non-shareholder approved stock plan, the 2021 Employment Inducement Plan (the “2021 Inducement Plan”), which was adopted in connection with our merger with Topgolf on March 8, 2021. The 2021 Inducement Plan has substantially the same terms as our 2004 Incentive Plan, with the exception that awards can only be made to new employees in connection with their commencement of employment and incentive stock options cannot be granted under the 2021 Inducement Plan. Upon the effective date of the 2022 Incentive Plan, we ceased granting awards under the 2004 Incentive Plan and the 2021 Inducement Plan and, except for shares subject to awards under those plans on the effective date of the 2022 Incentive Plan, any shares remaining for future issuance under such Plans were canceled.

The 2004 Incentive Plan permitted the granting of stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance share units and other equity-based awards to our officers, employees, consultants and certain other non-employees who provide services to us. All grants under the 2004 Incentive Plan were discretionary, although no participant may receive awards in any one year in excess of 2.0 million shares. No new awards may be granted under the 2004 Incentive Plan.

The 2021 Inducement Plan was adopted in connection with our merger with Topgolf on March 8, 2021. The plan permitted the granting of stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance share units and other equity-based awards to our officers, employees, consultants and certain other non-employees who provide services to us. No new awards may be granted under the 2021 Inducement Plan.

The 2022 Incentive Plan permits the granting of stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance share units and other equity-based awards to our officers, employees, consultants, eligible directors serving on our Board of Directors and certain other non-employees who provide services to us. All grants under the 2022 Incentive Plan are discretionary. Directors may receive a one-time grant upon their initial appointment to our Board of Directors and may receive an annual grant thereafter upon being re-elected at each annual meeting of shareholders. The maximum number of shares issuable over the term of the 2022 Incentive Plan is 16.0 million shares, plus any shares underlying awards made under the 2004 Incentive Plan to the extent such awards lapse, expire, terminate or are canceled.

In connection with the merger with Topgolf which was completed on March 8, 2021, we assumed two equity compensation plans and a stock option agreement between Topgolf and a third party (collectively, the “Topgolf Equity Compensation Plans and Option Agreement”) in connection with the merger. No additional awards may be granted by the Company under the assumed Topgolf Equity Compensation Plans and Option Agreement.

The following table presents shares authorized, available for future grant and outstanding under each of our plans as of December 31, 2023 (in millions):


	Authorized	Available(1)	Outstanding(2)

2004 Incentive Plan	33.0	—	2.0

2021 Inducement Plan	1.3	—	0.3
2022 Incentive Plan	16.0	12.0	1.3
Topgolf Equity Compensation Plans and Option Agreement	3.4	—	1.1
Total	53.7	12.0	4.7

(1) Includes shares subject to a full award value under the 2022 Incentive Plan’s fungible share ratio.
(2) Excludes 0.8 million of issued restricted stock awards which are not outstanding.

Stock Options

There were no stock options granted in 2023 or 2022. In 2021, we granted 3.2 million stock options related to the replacement awards that were issued in connection with our merger with Topgolf. These awards had a weighted average grant-date fair value of $25.93 per share and a total acquisition date fair value of $5.3 million.

The following table summarizes our stock option activities for the year ended December 31, 2023 (in millions, except per share amounts and contractual term):


Options	Number of Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding at January 1, 2023	1.9	$	26.97
Granted	—	$	—
Exercised	(0.3)	$	15.11
Forfeited(1)	—	$	35.14
Expired	(0.5)	$	29.93
Outstanding at December 31, 2023	1.1	$	28.44	3.18	$	0.1
Vested and expected to vest in the future at December 31, 2023	1.1	$	28.44	3.18	$	0.1
Exercisable at December 31, 2023	1.0	$	28.20	3.07	$	0.1

(1) A nominal number of stock options were forfeited during the year ended December 31, 2023.

The following table summarizes information related to outstanding stock options as of December 31, 2023 (in millions, except option price and remaining life amounts):

Weighted Average

Range of Option Prices

Options Outstanding

Remaining Life (Years)

Exercise Price

$6.91 to $35.14

1.1

3.18

$28.44

As of December 31, 2023, there was less than $0.1 million of unamortized compensation expense related to stock options granted to employees under our share-based payment plans.

The following table summarizes information related to intrinsic value and cash received related to option exercises for the periods presented below (in millions):


	Year Ended December 31,
	2023		2022		2021
Intrinsic value for options exercised	$	1.7	$	0.6	$	26.3
Cash received from exercise of options	$	4.2	$	0.7	$	22.3

The fair value of the stock options granted in connection with the merger was based on the Black-Scholes option-pricing model. The table below summarizes the range and the weighted averages of the fair value assumptions used in the Black-Scholes valuation as of March 8, 2021.


Assumptions:	Range	Weighted Averages
Expected term (in years)	0.3 - 7.1	3.7
Volatility	43.0% - 85.4%	55.1%
Risk-free interest rate	0.1% -1.3%	0.6%
Dividend yield	—	—

RSUs, RSAs, and PRSUs

The following table represents activity for restricted stock units, restricted stock awards, and performance based awards for the year ended December 31, 2023 (in millions, except fair value amounts):


	RSUs			RSAs			PRSUs
	Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value
Unvested at January 1, 2023	1.4	$	25.47	0.1	$	29.52	2.1	$	30.24
Granted	0.8	$	22.78	0.8	$	19.60	0.6	$	36.58
Vested	(0.7)	$	25.21	(0.1)	$	29.52	(0.4)	$	20.74
Target Award Adjustment(1)	—	$	—	—	$	—	0.1	$	19.85
Forfeited(2)	(0.1)	$	25.09	—	$	29.52	(0.1)	$	32.44

Unvested at December 31, 2023	1.4	$	24.13	0.8	$	19.83	2.3	$	32.71

(1) Represents incremental shares earned by participants at a performance achievement in excess of 100% for awards previously granted.
(2) A nominal number of RSAs were forfeited during the year ended December 31, 2023.

The following table summarizes fair value of awards vested and the weighted average grant date fair value per share of awards granted during the periods presented below (in millions, except for per share amounts):


	Years Ended December 31,
	2023		2022		2021
RSUs:
Total fair value of RSUs vested	$	17.3	$	17.2	$	6.5
Per share weighted average grant date fair value of RSU grants	$	22.78	$	22.81	$	29.60

RSAs:
Total fair value of RSAs vested	$	1.3	$	2.1	$	0.8
Per share weighted average grant date fair value of RSA grants(1)	$	19.60	$	—	$	28.74

PRSUs:
Total fair value of PRSUs vested	$	7.8	$	6.9	$	8.2
Per share weighted average grant date fair value of PRSU grants	$	36.58	$	34.68	$	30.35

(1) There were no RSAs granted during the year ended December 31, 2022.

The following table summarizes the unamortized compensation expense, net of estimated forfeitures, of awards granted under our share-based plans as of December 31, 2023, as well as their related weighted-average remaining recognition period (in millions, except for periods):


	December 31, 2023
RSUs:
Unamortized compensation expense for RSUs	$	16.2
Weighted-average remaining recognition period (in years)	1.4





PRSUs:
Unamortized compensation expense for PRSUs	$	25.0
Weighted-average remaining recognition period (in years)	1.0

Share-Based Compensation Expense

The table below summarizes amounts recognized for share-based compensation by award-type, net of estimated forfeitures, in our consolidated statement of operations for the periods presented (in millions):


	Years Ended December 31,
	2023		2022		2021
Stock options	$	0.4	$	1.4	$	2.6
Restricted stock units	18.9		17.6		14.0
Restricted stock awards	0.6		1.3		2.4
Performance based restricted share unit awards	26.8		26.7		19.7
Total share-based compensation expense, before tax	46.7		47.0		38.7
Income tax benefit	(11.2)		(11.3)		(8.9)
Total share-based compensation expense, after tax	$	35.5	$	35.7	$	29.8

The table below summarizes amounts recognized for share-based compensation, net of estimated forfeitures, in our consolidated statement of operations for the periods presented (in millions):


	Years Ended December 31,
	2023		2022		2021
Cost of products	$	1.9	$	1.6	$	1.2
Selling, general and administrative expenses	39.8		44.0		36.5
Research and development expenses	1.6		1.1		1.0
Other venue expenses	3.4		0.3		—
Total share-based compensation expense, before tax	46.7		47.0		38.7
Income tax benefit	(11.2)		(11.3)		(8.9)
Total share-based compensation expense, after tax	$	35.5	$	35.7	$	29.8

Financing Arrangements - Revolving Credit Facilities and Available Liquidity (Details) $ in Millions	Dec. 31, 2023 USD ($)
Debt Disclosure [Abstract]
Total available liquidity	$ 742.6

Derivatives and Hedging - Location of Gains in Consolidated Condensed Statements of Operations that were Recognized and Derivative Contract Type (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Foreign currency forward contract gain, net	$ 19.6	$ 44.5	$ 14.4
Other income (expense)
Derivative Instruments, Gain (Loss) [Line Items]
Foreign currency forward contract gain, net	19.6	44.5	14.4
Cash Flow Hedging \| Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Change in derivative instruments	15.5	16.2	6.8
Settlement of cross-currency swap contract	14.1	3.2	(3.1)
Foreign currency forward contracts \| Cash Flow Hedging \| Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Change in derivative instruments	8.6	2.0	2.4
Settlement of cross-currency swap contract	5.9	4.8	1.7
Interest rate swap contracts \| Cash Flow Hedging \| Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Change in derivative instruments	6.9	14.2	4.4
Settlement of cross-currency swap contract	$ 8.2	$ (1.6)	$ (4.8)

Earnings Per Common Share

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Earnings Per Common Share

Basic earnings per common share is computed by dividing net income by the weighted-average number of common shares outstanding for the period.

Diluted earnings per common share (“Diluted EPS”) takes into account the potential dilution that could occur if outstanding securities were exercised or settled in shares. Dilutive securities that may impact Diluted EPS include shares underlying outstanding stock options, RSUs and PRSUs granted to employees and non-employee directors (see Note 15), as well as common shares underlying the Convertible Notes (see Note 7). Dilutive securities related to shares underlying outstanding stock options, RSUs and PRSUs granted to employees and non-employee directors are included in the calculation of diluted earnings per common share using the treasury stock method. Dilutive securities related to common shares underlying the Convertible Notes are included in the calculation of diluted earnings per common share using the if-converted method (see Note 3).

Basic and diluted weighted-average common shares outstanding are the same in periods when a net loss is reported or in periods when anti-dilution occurs.

The following table summarizes the computation of basic and diluted earnings per share (in millions, except per share data):


	Year Ended December 31,
	2023		2022		2021
Earnings per common share—basic
Net income	$	95.0	$	157.9	$	322.0
Weighted-average common shares outstanding—basic	185.0		184.9		169.1
Earnings per common share—basic	$	0.51	$	0.85	$	1.90
Earnings per common share—diluted
Net income	$	95.0	$	157.9	$	322.0
Interest expense	6.5		6.4		—
Net income attributable to earnings per common share—diluted	$	101.5	$	164.3	$	322.0

Weighted-average common shares outstanding—basic	185.0		184.9		169.1
Weighted-average shares outstanding - Convertible Notes(1)	14.7		14.7		5.9
Outstanding options, restricted stock units and performance share units	1.4		1.7		1.9
Weighted-average common shares outstanding—diluted	201.1		201.3		176.9
Earnings per common share—diluted	$	0.50	$	0.82	$	1.82

(1) For 2021, the Dilutive impact of the Convertible Notes was calculated using the Treasury Stock Method. See Note 3 for further detail.

Anti-Dilutive Options and Restricted Stock Units

For the year ended December 31, 2023, approximately 2.3 million securities outstanding, comprised of stock options and restricted stock units, were excluded from the calculation of dilutive earnings per common share, as they would be anti-dilutive. For each of the years ended December 31, 2022 and 2021, approximately 1.3 million securities outstanding, comprised of stock options, restricted stock units and performance share units, were excluded from the calculation of diluted earnings per common share, respectively, as they would be anti-dilutive.

Investments (Details) - USD ($) $ in Millions		12 Months Ended
Investments (Details) - USD ($) $ in Millions	Aug. 01, 2023	Dec. 31, 2023	Dec. 31, 2022
Full Swing Golf Holdings, Inc.
Accounts, Notes, Loans and Financing Receivable [Line Items]
Asset acquisition, consideration transferred	$ 12.5
Full Swing Golf Holdings, Inc.
Accounts, Notes, Loans and Financing Receivable [Line Items]
Equity securities, noncurrent		$ 9.3	$ 9.3
Five Iron Golf
Accounts, Notes, Loans and Financing Receivable [Line Items]
Equity securities, noncurrent		32.4	$ 30.0
Payments to acquire equity securities		2.0
Equity securities, gain (loss)		$ 0.4
Topgolf International, Inc \| Full Swing Golf Holdings, Inc.
Accounts, Notes, Loans and Financing Receivable [Line Items]
Equity ownership, percentage		20.00%

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Before Income Tax Provision (Benefit)

Our income before income taxes was subject to taxes in the following jurisdictions for the following periods (in millions):


	Years Ended December 31,
	2023		2022		2021
United States	$	3.5	$	97.8	$	295.3
Foreign	31.3		44.1		55.3
Total	$	34.8	$	141.9	$	350.6

Expense (Benefit) for Income Taxes

The provision (benefit) for income taxes is comprised of (in millions):


	Years Ended December 31,
	2023		2022		2021
Current tax provision:
Federal	$	7.0	$	9.8	$	2.9
State	7.1		5.7		2.3
Foreign	6.8		6.4		14.6
	20.9		21.9		19.8
Deferred tax provision (benefit):
Federal	(36.3)		(42.6)		11.0
State	(37.0)		7.9		7.2
Foreign	(7.8)		(3.2)		(9.4)
	(81.1)		(37.9)		8.8
Income tax (benefit) provision	$	(60.2)	$	(16.0)	$	28.6

Components of Deferred Tax Assets and Liabilities

Significant components of our deferred tax assets and liabilities as of December 31, 2023 and 2022 are as follows (in millions):


	December 31,
	2023		2022
Deferred tax assets:
Operating loss carryforwards	$	132.3	$	135.9
Tax credit carryforwards	58.7		57.3
ASC Topic 842 lease liability	461.1		441.6
Deemed landlord financing	252.3		167.5
Other	103.9		90.3
Total deferred tax assets	1,008.3		892.6
Valuation allowance for deferred tax assets	(47.7)		(100.2)
Deferred tax assets, net of valuation allowance	960.6		792.4

Deferred tax liabilities:
Basis difference related to fixed assets	(209.9)		(146.6)
Basis difference related to intangible assets with an indefinite life	(337.1)		(332.4)
ASC Topic 842 ROU assets	(425.3)		(414.7)
Other	(9.3)		(0.1)
Total deferred tax liabilities	(981.6)		(893.8)
Net deferred tax assets (liabilities) are shown on the accompanying consolidated balance sheets as follows:
Non-current deferred tax assets	15.7		16.1
Non-current deferred tax liabilities	(36.7)		(117.5)
Deferred tax liabilities, net	$	(21.0)	$	(101.4)

Credit Carryforward Expiry

As of December 31, 2023, we had federal and state income tax credit carryforwards of $46.6 million and $33.7 million, respectively, which will expire if unused at various dates beginning on December 31, 2028. Such carryforwards expire as follows (in millions):


U.S. foreign tax credit	$	2.2	2028-2033
U.S. business tax credits	$	44.4	2030-2043
State business tax credits - indefinite lived	$	29.4	Do not expire
State business tax credits - definite lived	$	4.3	2032-2047

Net Operating Losses Expiry

As of December 31, 2023, we had federal, Germany, and United Kingdom net operating losses (“NOLs”) carryforwards of $389.3 million and interest expense carryforwards of $49.9 million, respectively. Such carryforwards expire as follows (in millions):


U.S. loss carryforwards - definite lived	$	14.7	2028-2037
U.S. loss carryforwards - indefinite lived	$	179.2	Do not expire
U.S. interest expense carryforwards	$	49.9	Do not expire
Germany loss carryforwards	$	110.8	Do not expire
United Kingdom loss carryforwards	$	84.6	Do not expire

Reconciliation of Effective Tax Rate on Income or Loss and Statutory Tax Rate

A reconciliation of the effective tax rate on income or loss and the statutory tax rate is as follows:


	Years Ended December 31,
	2023		2022		2021
Statutory U.S. tax rate	21.0	%	21.0	%	21.0	%
State income taxes, net of U.S. tax benefit	(67.7)	%	7.1	%	2.1	%
Foreign income taxed at other than U.S. statutory rate	(26.0)	%	(8.9)	%	(3.3)	%
Federal tax credits	(46.6)	%	(8.7)	%	(2.0)	%

Revaluation of Company stock attributable to Topgolf merger	—	%	—	%	(15.1)	%
Other non-deductible expenses	6.0	%	1.0	%	0.7	%
Non-deductible compensation	17.9	%	4.5	%	1.4	%
U.S. Foreign tax inclusion	0.4	%	1.0	%	0.5	%
Foreign derived intangible income deduction	(7.5)	%	(3.0)	%	(2.1)	%
Stock compensation excess tax benefits	—	%	—	%	(1.6)	%
Impact of uncertain tax positions	8.5	%	(0.8)	%	(2.2)	%
Change in deferred tax valuation allowance	(88.5)	%	(23.0)	%	7.8	%
Withholding tax impacts on foreign subsidiaries	5.5	%	—	%	—	%
Other	4.3	%	(1.5)	%	1.0	%
Effective tax rate	(172.7)	%	(11.3)	%	8.2	%

Reconciliation of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in millions):


	2023		2022		2021
Balance at January 1	$	26.2	$	26.6	$	28.3
Additions based on tax positions related to the current year	1.8		1.7		1.7
Additions for tax positions of prior years	2.0		1.2		0.5
Reductions for tax positions of prior years	—		(1.5)		(0.9)
Settlement of tax audits	—		—		(2.7)
Current year acquisitions	—		—		6.7
Reductions due to lapsed statute of limitations	(0.7)		(1.8)		(7.0)
Balance at December 31	$	29.3	$	26.2	$	26.6

Major Jurisdictions No Longer Subject to Income Tax Examinations by Tax Authorities

We or one of our subsidiaries files income tax returns in the U.S. federal jurisdiction and various U.S. states and foreign jurisdictions. We are generally no longer subject to income tax examinations by tax authorities in our major jurisdictions as follows:


Major Tax Jurisdiction						Years No Longer Subject to Audit
U.S. Federal						2010 and prior

Germany						2013 and prior
Japan						2017 and prior
South Korea						2021 and prior
United Kingdom						2018 and prior

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net income	$ 95.0	$ 157.9	$ 322.0
Other comprehensive income:
Change in derivative instruments	1.4	13.0	10.0
Foreign currency translation adjustments	12.8	(44.7)	(29.2)
Comprehensive income, before income tax on other comprehensive income	109.2	126.2	302.8
Income tax provision on derivative instruments	0.2	2.5	1.6
Comprehensive income	$ 109.0	$ 123.7	$ 301.2

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Total net revenues	$ 4,284.8	$ 3,995.7	$ 3,133.4
Costs and expenses:
Other venue expenses	1,252.3	1,076.9	731.5
Selling, general and administrative expense	1,036.6	970.6	849.7
Research and development expense	101.6	76.4	68.0
Venue pre-opening costs	25.9	30.4	9.4
Total costs and expenses	4,047.1	3,738.9	2,928.7
Income from operations	237.7	256.8	204.7
Interest expense, net	(210.2)	(142.8)	(115.6)
Gain on Topgolf investment	0.0	0.0	252.5
Other income	7.3	27.9	9.0
Income before income taxes	34.8	141.9	350.6
Income tax (benefit) provision	(60.2)	(16.0)	28.6
Net income	$ 95.0	$ 157.9	$ 322.0
Earnings per common share:
Basic (in dollars per share)	$ 0.51	$ 0.85	$ 1.90
Diluted (in dollars per share)	$ 0.50	$ 0.82	$ 1.82
Weighted-average common shares outstanding:
Basic (in shares)	185.0	184.9	169.1
Diluted (in shares)	201.1	201.3	176.9
Products
Total net revenues	$ 2,540.1	$ 2,465.5	$ 2,058.7
Costs and expenses:
Cost of products	1,443.9	1,400.6	1,136.6
Services
Total net revenues	1,744.7	1,530.2	1,074.7
Costs and expenses:
Cost of services, excluding depreciation and amortization	$ 186.8	$ 184.0	$ 133.5

New Accounting Standards (Details) - USD ($) shares in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Significant Accounting Policies [Line Items]
Additional paid-in capital	$ (3,032.7)	$ (3,012.7)
Deferred tax liabilities	(21.0)	(101.4)
Retained earnings	$ 947.5	$ 852.5
Convertible notes weighted-average shares outstanding (in shares)	14.7	14.7	5.9
Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2020-06
Significant Accounting Policies [Line Items]
Additional paid-in capital			$ 57.1
Convertible notes payable			57.9
Deferred tax liabilities			13.2
Retained earnings			$ 12.4
Convertible notes weighted-average shares outstanding (in shares)			14.7

- Definition

Amount of accumulated undistributed earnings (deficit).

+ References + Details

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 393.5	$ 180.2
Restricted cash	0.8	19.1
Accounts receivable, less allowances of $11.6 million and $10.8 million, respectively	200.5	167.3
Inventories	794.4	959.2
Prepaid expenses	55.8	57.1
Other current assets	183.1	136.0
Total current assets	1,628.1	1,518.9
Property, plant and equipment, net	2,156.5	1,809.6
Operating lease right-of-use assets, net	1,410.1	1,419.1
Tradenames and trademarks	1,421.8	1,412.7
Other intangible assets, net	83.7	91.0
Goodwill	1,988.7	1,983.7
Other assets, net	431.7	355.4
Total assets	9,120.6	8,590.4
Current liabilities:
Accounts payable and accrued expenses	480.5	580.0
Accrued employee compensation and benefits	113.1	135.2
Asset-based credit facilities	54.7	219.3
Operating lease liabilities, short-term	86.4	76.4
Construction advances	59.3	35.4
Deferred revenue	110.9	94.9
Other current liabilities	42.7	35.0
Total current liabilities	947.6	1,176.2
Long-term liabilities
Long-term debt, net	1,518.2	1,176.3
Operating lease liabilities, long-term	1,433.4	1,437.5
Deemed landlord financing obligations, long-term	980.0	658.0
Deferred taxes, net	36.7	117.5
Other long-term liabilities	326.5	250.6
Commitments and contingencies (Note 13)
Shareholders’ equity:
Preferred stock, $0.01 par value, 3.0 million shares authorized, none issued and outstanding at December 31, 2023 and December 31, 2022	0.0	0.0
Common stock, $0.01 par value, 360.0 million shares authorized, 187.0 million shares issued at December 31, 2023 and December 31, 2022	1.9	1.9
Additional paid-in capital	3,032.7	3,012.7
Retained earnings	947.5	852.5
Accumulated other comprehensive loss	(47.5)	(61.5)
Less: Common stock held in treasury, at cost, 3.3 million shares and 1.3 million shares at December 31, 2023 and December 31, 2022, respectively	(56.4)	(31.3)
Total shareholders’ equity	3,878.2	3,774.3
Total liabilities and shareholders’ equity	$ 9,120.6	$ 8,590.4

Revenue Recognition

12 Months Ended

Dec. 31, 2023

Revenue Recognition [Abstract]

Revenue Recognition

We primarily recognize revenue from the sale of our products and the operation of our Topgolf venues.

Contracts with customers for the purchase of our products are generally in the form of a purchase order. In certain cases, we enter into sales agreements which may contain specific terms, discounts and allowances. We also enter into licensing agreements with certain distributors and, with respect to our Toptracer operations, driving ranges and hospitality and entertainment venues.

The following table presents our revenue disaggregated by operating and reportable segment and major category (in millions):


	Year Ended December 31,
	2023		2022		2021
Topgolf (1):
Venues	$	1,692.6	$	1,477.1	$	1,029.0
Other business lines	68.4		71.9		58.6
Total Topgolf	$	1,761.0	$	1,549.0	$	1,087.6

Golf Equipment:
Golf clubs	$	1,073.5	$	1,097.1	$	994.5
Golf balls	314.0		309.5		234.7
Total Golf Equipment	$	1,387.5	$	1,406.6	$	1,229.2

Active Lifestyle:
Apparel	$	713.2	$	631.7	$	490.9
Gear, accessories & other	423.1		408.4		325.7
Total Active Lifestyle	$	1,136.3	$	1,040.1	$	816.6

Total Consolidated	$	4,284.8	$	3,995.7	$	3,133.4

(1) Topgolf revenues for year ended December 31, 2021 are for the period of March 8, 2021 through January 2, 2022, due to the timing of the merger.

Venue product sales at our Topgolf operating segment include the sale of golf clubs, golf balls, apparel, and gear and accessories. During the years ended December 31, 2023, 2022, and 2021, venue product sales were $16.3 million, $18.7 million, and $12.9 million, respectively.

Product and Service Revenue

We sell our Golf Equipment products and Active Lifestyle products in the United States and internationally, with our principal international regions being Europe and Asia. Golf Equipment product sales are generally higher than Active Lifestyle sales in most regions except for Europe, which has a higher concentration of Active Lifestyle sales due to the Jack Wolfskin business. Venues revenue is higher in the United States due to Topgolf having significantly more domestic venues than international venues. Revenue related to other business lines at Topgolf is predominantly in the United States, in addition to certain regions within Europe.

The following table summarizes revenue by geographical region (in millions):


	Year Ended December 31,
	2023		2022		2021
Revenue by Major Geographic Region:
United States	$	3,081.4	$	2,798.0	$	2,067.1
Europe	540.6		537.4		499.5
Asia	531.9		545.4		465.5
Rest of World	130.9		114.9		101.3
Total	$	4,284.8	$	3,995.7	$	3,133.4

Licensing, Royalty and Other Income

The following table summarizes all licensing, royalty and other income revenues by operating and reportable segment (in millions):


	Year Ended December 31,
	2023		2022		2021
Topgolf	$	49.0	$	50.3	$	37.3
Active Lifestyle	26.9		26.6		30.9
Total	$	75.9	$	76.9	$	68.2

Deferred Revenue

Our deferred revenue balance includes short-term and long-term deferred revenue, which consists primarily of revenue from the sale of gift cards, event deposits, loyalty points, memberships and prepaid sponsorships at Topgolf, virtual currency and game credits related to digital golf games, as well as upfront territory fees and upfront franchise fees received from international franchise partners.

The following table provides a reconciliation of activity related to our short-term deferred revenue balance for the periods presented (in millions):


	Year Ended December 31,
	2023		2022		2021
Beginning Balance(1)	$	94.9	$	93.9	$	2.5
Deferral of revenue	694.1		646.4		459.6
Revenue recognized	(651.7)		(630.2)		(360.2)
Breakage	(26.3)		(19.0)		(10.3)
Foreign currency translation and other	(0.1)		3.8		2.3
Ending Balance	$	110.9	$	94.9	$	93.9

(1) 2021 Beginning Balance excludes Topgolf due to the timing of the merger.

As of December 31, 2023 and December 31, 2022, our long-term deferred revenue balance was $3.7 million and $3.2 million, respectively, which is included in other long-term liabilities on our consolidated balance sheet.


	Year Ended December 31,
	2023		2022		2021
Deferred revenue recognized from prior period ending balance(1)	$	63.7	$	67.0	$	1.5
(1) 2021 excludes Topgolf due to the timing of the merger.

Variable Consideration

The following table provides a reconciliation of our short-term sales program incentives activity for the periods presented (in millions):


	Year Ended December 31,
	2023		2022		2021
Beginning Balance	$	20.8	$	23.3	$	26.2
Additions	40.0		35.7		32.5
Credits issued	(42.6)		(32.9)		(32.1)
Foreign currency translation and other	(1.7)		(5.3)		(3.3)
Ending Balance	$	16.5	$	20.8	$	23.3

Our provision for the sales return liability fluctuates with the seasonality of the business, while actual sales returns are generally more heavily weighted toward the second half of the year as the golf season comes to an end. The following table provides a reconciliation of the activity related to our sales return reserve for the periods presented (in millions):


	Year Ended December 31,
	2023		2022		2021
Beginning Balance	$	55.4	$	47.4	$	44.0
Provision	181.9		128.4		91.0
Sales returns	(181.4)		(120.4)		(87.6)

Ending Balance	$	55.9	$	55.4	$	47.4

As of December 31, 2023 and December 31, 2022, the cost recovery of inventory associated with our sales return liability was $25.7 million and $25.5 million, respectively.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Paragraph 12
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Section 50
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Commitments & Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments & Contingencies

Legal Matters

We are subject to routine legal claims, proceedings, and investigations associated with the normal conduct of our business activities, including commercial disputes and employment matters. We also receive from time to time information claiming that products we sell infringe or may infringe patent, trademark, or other intellectual property rights of third parties. One or more such claims of potential infringement could lead to litigation, the need to obtain licenses, the need to alter a product to avoid infringement, a settlement or judgment, or some other action or material loss by us, which could adversely affect our overall ability to protect our product designs and ultimately limit our future success in the marketplace. Additionally, we are occasionally subject to non-routine claims, proceedings, or investigations.

We regularly assess such matters to determine the degree of probability that we will incur a material loss as a result of such matters, as well as the range of possible loss. An estimated loss contingency is accrued in our financial statements if it is probable we will incur a loss and the amount of the loss can be reasonably estimated. Historically, the claims, proceedings, and investigations brought against us, individually and in the aggregate, have not had a material adverse effect on our consolidated results of operations, cash flows or financial position. However, it is not possible to predict the outcome of the pending actions, and, as with any litigation, it is possible that some of these actions could be decided unfavorably. Consequently, management is unable to estimate the ultimate aggregate amount of monetary loss, amounts covered by insurance, or the financial impact that will result from such matters. In addition, we cannot assure that we will be able to successfully defend ourselves in those matters, or that any amounts accrued in relation to a potential loss are sufficient.

Unconditional Purchase Obligations

During the normal course of our business, we enter into agreements to purchase goods and services, including commitments for endorsement agreements with professional athletes and other endorsers, consulting and service agreements, intellectual property licensing agreements pursuant to which we are required to pay royalty fees, and signed lease agreements of which we have not taken possession as of year-end. The amounts listed below approximate the minimum purchase obligations we are obligated to pay under these agreements. The actual amounts paid under some of the agreements may be higher or lower than these amounts due to the variable nature of these obligations.

As of December 31, 2023, the minimum obligation that we are required to pay under these agreements over the next five years as follows (in millions):


2024	$	52.5
2025	37.9
2026	25.1
2027	18.3
2028	11.5

Total minimum obligations	$	145.3

Our minimum capital commitment related to lease agreements for Topgolf venues under construction, net of amount reimbursed by third-party real estate financing partners, of $107.0 million is not reflected in this total. These commitments are generally outstanding for periods less than a year. See Note 6 for further information.

Other Contingent Contractual Obligations

During our normal course of business, we have made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These include (i) intellectual property indemnities to our customers and licensees in connection with the use, sale and/or license of our product or trademarks, (ii) indemnities to various lessors in connection with facility leases for certain claims arising from such facilities or leases, (iii) indemnities to vendors and service providers pertaining to the goods and services provided to us or based on our negligence or willful misconduct and (iv) indemnities involving the accuracy of representations and warranties in certain contracts. In addition, we have consulting agreements that provide for payment of nominal fees upon the issuance of patents and/or the commercialization of research results. We have also issued guarantees in the form of standby letters of credit of $15.6 million as of December 31, 2023.

The duration of these indemnities, commitments and guarantees varies, and in certain cases, may be indefinite. The majority of these indemnities, commitments and guarantees do not provide for any limitation on the maximum amount of future payments we could be obligated to make. Historically, costs incurred to settle claims related to indemnities have not been material to our financial position, results of operations or cash flows. In addition, we believe the likelihood is remote that payments under the commitments and guarantees described above will have a material effect on our consolidated financial statements. The fair value of indemnities, commitments and guarantees that we issued during the year ended and as of December 31, 2023 was not material to our financial position, results of operations or cash flows.

Leases - Sales-Type Leases (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Leasing receivables, net—short-term	$ 26.9	$ 17.5
Leasing receivables, net—long-term	65.1	57.5
Total leasing receivables	$ 92.0	$ 75.0

Fair Value of Financial Instruments - Valuation of Foreign Currency Exchange Contracts by Pricing Levels (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset position	$ 5.4	$ 4.6
Fair Value, Recurring
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative fair value, net	(1.7)	2.0
Fair Value, Recurring \| Foreign currency forward contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset position	0.2	0.2
Derivative liability position	(4.5)	(5.4)
Fair Value, Recurring \| Interest rate swap contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset position	5.2	7.2
Derivative liability position	(2.6)
Fair Value, Recurring \| Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative fair value, net	(1.7)	2.0
Fair Value, Recurring \| Level 2 \| Foreign currency forward contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset position	0.2	0.2
Derivative liability position	(4.5)	(5.4)
Fair Value, Recurring \| Level 2 \| Interest rate swap contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Derivative asset position	5.2	$ 7.2
Derivative liability position	$ (2.6)

Stock Plans and Share-Based Compensation - Stock Option Activities (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Number of Shares
Balance at beginning of period (in shares)	1,900,000
Granted (in shares)	0	0	3,200,000
Exercised (in shares)	(300,000)
Forfeited (in shares)	0
Expired (in shares)	(500,000)
Balance at end of period (in shares)	1,100,000	1,900,000
Vested and expected to vest at end of period (in shares)	1,100,000
Exercisable at end of period (in shares)	1,000,000.0
Weighted- Average Exercise Price Per Share
Balance at beginning of period (in dollars per share)	$ 26.97
Granted (in dollars per share)	0
Exercised (in dollars per share)	15.11
Forfeited (in dollars per share)	35.14
Expired (in dollars per share)	29.93
Balance at end of period (in dollars per share)	28.44	$ 26.97
Vested and expected to vest at end of period (in dollars per share)	28.44
Exercisable at end of period (in dollars per share)	$ 28.20
Weighted- Average Remaining Contractual Term
Outstanding balance at end of period	3 years 2 months 4 days
Vested and expected to vest in the future at end of period	3 years 2 months 4 days
Exercisable at end of period	3 years 25 days
Aggregate Intrinsic Value
Outstanding balance at end of period	$ 0.1
Vested and expected to vest in the future at end of period	0.1
Exercisable at end of period	$ 0.1
Range of Option Prices, Minimum	$ 6.91
Range of Option Prices, Maximum	$ 35.14

Cover - USD ($)	12 Months Ended
Cover - USD ($)	Dec. 31, 2023	Feb. 19, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2023
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	1-10962
Entity Registrant Name	Topgolf Callaway Brands Corp.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	95-3797580
Entity Address, Address Line One	2180 Rutherford Road
Entity Address, City or Town	Carlsbad
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92008
City Area Code	760
Local Phone Number	931-1771
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	MODG
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 2,808,466,571
Entity Common Stock, Shares Outstanding		183,598,015
Documents Incorporated by Reference	Part III incorporates certain information by reference from the registrant’s Definitive Proxy Statement to be filed with the Securities and Exchange Commission (“SEC” or “Commission”) pursuant to Regulation 14A in connection with the registrant’s 2024 Annual Meeting of Shareholders, which is scheduled to be held on May 30, 2024. Such Definitive Proxy Statement will be filed with the Commission not later than 120 days after the conclusion of the registrant’s fiscal year ended December 31, 2023.
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Entity Central Index Key	0000837465

Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance at beginning of period	$ 26.2	$ 26.6	$ 28.3
Additions based on tax positions related to the current year	1.8	1.7	1.7
Additions for tax positions of prior years	2.0	1.2	0.5
Reductions for tax positions of prior years	0.0	(1.5)	(0.9)
Settlement of tax audits	0.0	0.0	(2.7)
Current year acquisitions	0.0	0.0	6.7
Reductions due to lapsed statute of limitations	(0.7)	(1.8)	(7.0)
Balance at end of period	$ 29.3	$ 26.2	$ 26.6

Revenue Recognition - Summary of Deferred Revenue Recognized from Prior Period (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenue Recognition and Deferred Revenue [Abstract]
Deferred revenue recognized from prior period ending balance	$ 63.7	$ 67.0	$ 1.5

Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Assets
Operating lease ROU assets, net	$ 1,410.1	$ 1,419.1
Finance Lease, Liability, Statement of Financial Position [Extensible List]	Other assets, net	Other assets, net
Current
Operating lease liabilities, short-term	$ 86.4	$ 76.4
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accounts payable and accrued expenses	Accounts payable and accrued expenses
Non-current
Operating lease liabilities, long-term	$ 1,433.4	$ 1,437.5
Finance Leases
Assets
Financing lease ROU assets, net	257.4	215.7
Current
Financing lease liabilities, short-term	1.4	1.7
Non-current
Financing lease liabilities, long-term	$ 287.9	$ 225.9
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other long-term liabilities	Other long-term liabilities
DLF obligations
Assets
Financing lease ROU assets, net	$ 917.3	$ 813.2
Current
Financing lease liabilities, short-term	0.1	2.4
Non-current
Financing lease liabilities, long-term	$ 980.0	$ 658.0
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Deemed landlord financing obligations, long-term	Deemed landlord financing obligations, long-term

Stock Plans and Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Shares Authorized, Available for Future Grant and Outstanding Under Each Plans

The following table presents shares authorized, available for future grant and outstanding under each of our plans as of December 31, 2023 (in millions):


	Authorized	Available(1)	Outstanding(2)

2004 Incentive Plan	33.0	—	2.0

2021 Inducement Plan	1.3	—	0.3
2022 Incentive Plan	16.0	12.0	1.3
Topgolf Equity Compensation Plans and Option Agreement	3.4	—	1.1
Total	53.7	12.0	4.7

(1) Includes shares subject to a full award value under the 2022 Incentive Plan’s fungible share ratio.
(2) Excludes 0.8 million of issued restricted stock awards which are not outstanding.

Stock Option Activities

The following table summarizes our stock option activities for the year ended December 31, 2023 (in millions, except per share amounts and contractual term):


Options	Number of Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding at January 1, 2023	1.9	$	26.97
Granted	—	$	—
Exercised	(0.3)	$	15.11
Forfeited(1)	—	$	35.14
Expired	(0.5)	$	29.93
Outstanding at December 31, 2023	1.1	$	28.44	3.18	$	0.1
Vested and expected to vest in the future at December 31, 2023	1.1	$	28.44	3.18	$	0.1
Exercisable at December 31, 2023	1.0	$	28.20	3.07	$	0.1

(1) A nominal number of stock options were forfeited during the year ended December 31, 2023.

The following table summarizes information related to outstanding stock options as of December 31, 2023 (in millions, except option price and remaining life amounts):

Weighted Average

Range of Option Prices

Options Outstanding

Remaining Life (Years)

Exercise Price

$6.91 to $35.14

1.1

3.18

$28.44

Summary of Intrinsic Value and Cash Received for Option Exercises

The following table summarizes information related to intrinsic value and cash received related to option exercises for the periods presented below (in millions):


	Year Ended December 31,
	2023		2022		2021
Intrinsic value for options exercised	$	1.7	$	0.6	$	26.3
Cash received from exercise of options	$	4.2	$	0.7	$	22.3

Summary of Fair Value Assumptions

The table below summarizes the range and the weighted averages of the fair value assumptions used in the Black-Scholes valuation as of March 8, 2021.


Assumptions:	Range	Weighted Averages
Expected term (in years)	0.3 - 7.1	3.7
Volatility	43.0% - 85.4%	55.1%
Risk-free interest rate	0.1% -1.3%	0.6%
Dividend yield	—	—

Roll-Forward of Activity for Restricted Stock Units


	RSUs			RSAs			PRSUs
	Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value
Unvested at January 1, 2023	1.4	$	25.47	0.1	$	29.52	2.1	$	30.24
Granted	0.8	$	22.78	0.8	$	19.60	0.6	$	36.58
Vested	(0.7)	$	25.21	(0.1)	$	29.52	(0.4)	$	20.74
Target Award Adjustment(1)	—	$	—	—	$	—	0.1	$	19.85
Forfeited(2)	(0.1)	$	25.09	—	$	29.52	(0.1)	$	32.44

Unvested at December 31, 2023	1.4	$	24.13	0.8	$	19.83	2.3	$	32.71

(1) Represents incremental shares earned by participants at a performance achievement in excess of 100% for awards previously granted.
(2) A nominal number of RSAs were forfeited during the year ended December 31, 2023.

Roll-Forward of Activity for Restricted Stock


	RSUs			RSAs			PRSUs
	Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value
Unvested at January 1, 2023	1.4	$	25.47	0.1	$	29.52	2.1	$	30.24
Granted	0.8	$	22.78	0.8	$	19.60	0.6	$	36.58
Vested	(0.7)	$	25.21	(0.1)	$	29.52	(0.4)	$	20.74
Target Award Adjustment(1)	—	$	—	—	$	—	0.1	$	19.85
Forfeited(2)	(0.1)	$	25.09	—	$	29.52	(0.1)	$	32.44

Unvested at December 31, 2023	1.4	$	24.13	0.8	$	19.83	2.3	$	32.71

(1) Represents incremental shares earned by participants at a performance achievement in excess of 100% for awards previously granted.
(2) A nominal number of RSAs were forfeited during the year ended December 31, 2023.

Roll-Forward of Activity for Performance Shares


	RSUs			RSAs			PRSUs
	Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value		Units	Weighted- Average Grant-Date Fair Value
Unvested at January 1, 2023	1.4	$	25.47	0.1	$	29.52	2.1	$	30.24
Granted	0.8	$	22.78	0.8	$	19.60	0.6	$	36.58
Vested	(0.7)	$	25.21	(0.1)	$	29.52	(0.4)	$	20.74
Target Award Adjustment(1)	—	$	—	—	$	—	0.1	$	19.85
Forfeited(2)	(0.1)	$	25.09	—	$	29.52	(0.1)	$	32.44

Unvested at December 31, 2023	1.4	$	24.13	0.8	$	19.83	2.3	$	32.71

(1) Represents incremental shares earned by participants at a performance achievement in excess of 100% for awards previously granted.
(2) A nominal number of RSAs were forfeited during the year ended December 31, 2023.

Summary of Fair Value of Awards Vested and Weighted Average Grant Date Fair Value per Share


	Years Ended December 31,
	2023		2022		2021
RSUs:
Total fair value of RSUs vested	$	17.3	$	17.2	$	6.5
Per share weighted average grant date fair value of RSU grants	$	22.78	$	22.81	$	29.60

RSAs:
Total fair value of RSAs vested	$	1.3	$	2.1	$	0.8
Per share weighted average grant date fair value of RSA grants(1)	$	19.60	$	—	$	28.74

PRSUs:
Total fair value of PRSUs vested	$	7.8	$	6.9	$	8.2
Per share weighted average grant date fair value of PRSU grants	$	36.58	$	34.68	$	30.35

(1) There were no RSAs granted during the year ended December 31, 2022.

Share-Based Payment Arrangement, Nonvested Award, Cost Not Yet Recognized


	December 31, 2023
RSUs:
Unamortized compensation expense for RSUs	$	16.2
Weighted-average remaining recognition period (in years)	1.4





PRSUs:
Unamortized compensation expense for PRSUs	$	25.0
Weighted-average remaining recognition period (in years)	1.0

Share-Based Compensation Including Expense for Phantom Stock Units and Cash Settled Stock Appreciation Rights Granted to Employees


	Years Ended December 31,
	2023		2022		2021
Stock options	$	0.4	$	1.4	$	2.6
Restricted stock units	18.9		17.6		14.0
Restricted stock awards	0.6		1.3		2.4
Performance based restricted share unit awards	26.8		26.7		19.7
Total share-based compensation expense, before tax	46.7		47.0		38.7
Income tax benefit	(11.2)		(11.3)		(8.9)
Total share-based compensation expense, after tax	$	35.5	$	35.7	$	29.8

The table below summarizes amounts recognized for share-based compensation, net of estimated forfeitures, in our consolidated statement of operations for the periods presented (in millions):


	Years Ended December 31,
	2023		2022		2021
Cost of products	$	1.9	$	1.6	$	1.2
Selling, general and administrative expenses	39.8		44.0		36.5
Research and development expenses	1.6		1.1		1.0
Other venue expenses	3.4		0.3		—
Total share-based compensation expense, before tax	46.7		47.0		38.7
Income tax benefit	(11.2)		(11.3)		(8.9)
Total share-based compensation expense, after tax	$	35.5	$	35.7	$	29.8

Financing Arrangements - Japan ABL Facility (Details) - 12 months ended Dec. 31, 2023 $ in Millions, ¥ in Billions	USD ($)	JPY (¥)
2018 Japan ABL Credit Facility \| The Bank of Tokyo-Mitsubishi UFJ
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 42.6	¥ 6.0
Line of credit facility, remaining borrowing capacity	$ 14.2	¥ 2.0
Revolving Credit Facility \| 2022 Japan ABL Credit Facility \| Line of Credit \| Tokyo Interbank Offered Rate (TIBOR)
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.80%

Goodwill and Intangible Assets - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Line Items]
Goodwill, impaired, accumulated impairment loss	$ 148,400,000
Goodwill, impairment loss	0	$ 0
Impairment of intangible assets (excluding goodwill)	0	0
Aggregate amortization expense on intangible assets	$ 14,100,000	$ 15,200,000	$ 13,000,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net income	$ 95.0	$ 157.9	$ 322.0

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Derivatives and Hedging - Forward Currency Forward Contracts (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative [Line Items]
Net (gain) loss reclassified from accumulated other comprehensive income	$ 2.8
Designated as Hedging Instrument \| Cash Flow Hedging
Derivative [Line Items]
Change in derivative instruments	15.5	$ 16.2	$ 6.8
Settlement of cross-currency swap contract	14.1	3.2	(3.1)
Foreign currency forward contracts \| Designated as Hedging Instrument
Derivative [Line Items]
Derivative instrument, notional amount		100.0
Foreign currency forward contracts \| Designated as Hedging Instrument
Derivative [Line Items]
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net	0.4
Foreign currency forward contracts \| Designated as Hedging Instrument \| Cash Flow Hedging
Derivative [Line Items]
Change in derivative instruments	8.6	2.0	2.4
Settlement of cross-currency swap contract	$ 5.9	$ 4.8	$ 1.7

Stock Plans and Share-Based Compensation - Shares Authorized, Available for Future Grant and Outstanding Under Each Plans (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Equity Incentive Plan [Line Items]
Authorized (in shares)	53,700,000
Available (in shares)	12,000,000.0
Outstanding (in shares)	4,700,000
2004 Incentive Plan
Equity Incentive Plan [Line Items]
Authorized (in shares)	33,000,000.0
Available (in shares)	0
Outstanding (in shares)	2,000,000.0
2021 Inducement Plan
Equity Incentive Plan [Line Items]
Authorized (in shares)	1,300,000
Available (in shares)	0
Outstanding (in shares)	300,000
2022 Incentive Plan
Equity Incentive Plan [Line Items]
Authorized (in shares)	16,000,000.0	16,000,000
Available (in shares)	12,000,000.0
Outstanding (in shares)	1,300,000
Topgolf Equity Compensation Plans and Option Agreement
Equity Incentive Plan [Line Items]
Authorized (in shares)	3,400,000
Available (in shares)	0
Outstanding (in shares)	1,100,000
Restricted Stock Units
Equity Incentive Plan [Line Items]
Issued restricted stock awards which are not outstanding (in shares)	800,000

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

Changes in the carrying amount of goodwill by operating and reportable segment are as follows (in millions):


	Topgolf		Golf Equipment		Active Lifestyle		Total
Balance at December 31, 2021	$	1,340.7	$	531.1	$	88.3		$	1,960.1
Acquisitions	14.3		0.2		1.5			16.0
Foreign currency translation and other	8.6		(1.0)		—			7.6
Balance at December 31, 2022	$	1,363.6	$	530.3	$	89.8		$	1,983.7
Acquisitions	4.4		—		—			4.4
Foreign currency translation and other	—		0.4		0.2			0.6
Balance at December 31, 2023	$	1,368.0	$	530.7	$	90.0		$	1,988.7

Intangible Assets by Major Asset Class

Intangible assets by major asset class for the periods presented in the table below were (in millions, except useful life years):


	Indefinite-lived:				Amortizing:
	Tradename and Trademarks		Liquor Licenses		Patents		Customer/ Distributor Relationships and Other		Developed Technology		Total

Useful Life (Years)	NA		NA		2 - 16		1 - 10		10

Gross as of December 31, 2022	$	1,441.0	$	8.9	$	32.2	$	67.4	$	69.7	$	1,619.2
Acquisitions	2.8		0.6		0.1		4.7		—		8.2
Gross as of December 31, 2023	$	1,443.8	$	9.5	$	32.3	$	72.1	$	69.7	$	1,627.4
Accumulated amortization	—		—		(31.9)		(43.1)		(18.9)		(93.9)
Foreign currency translation and other	(22.0)		—		—		(3.5)		(2.5)		(28.0)
Net book value, December 31, 2023	$	1,421.8	$	9.5	$	0.4	$	25.5	$	48.3	$	1,505.5

Gross as of December 31, 2021	$	1,441.0	$	7.7	$	32.0	$	61.7	$	69.7	$	1,612.1
Acquisitions	—		1.2		0.2		5.7		—		7.1
Gross as of December 31, 2022	$	1,441.0	$	8.9	$	32.2	$	67.4	$	69.7	$	1,619.2
Accumulated amortization	—		—		(31.8)		(35.8)		(12.2)		(79.8)
Foreign currency translation and other	(28.3)		—		—		(4.2)		(3.2)		(35.7)
Net book value, December 31, 2022	$	1,412.7	$	8.9	$	0.4	$	27.4	$	54.3	$	1,503.7

Amortization Expense Related to Intangible Assets

As of December 31, 2023, amortization expense related to intangible assets in each of the next five fiscal years and beyond is expected to be as follows (in millions):


2024	$	11.6
2025	11.5
2026	11.5
2027	11.2
2028	10.9
Thereafter	17.5
Total	$	74.2

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Subsequent Event (Details) - USD ($) $ in Millions	12 Months Ended
Subsequent Event (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Subsequent Event [Line Items]
Payments to acquire businesses	$ 29.7	$ 0.0	$ 0.0

Derivatives and Hedging (Tables)

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of Fair Value of Derivative Instruments by Contract Type and Location of Asset and/or Liability on Consolidated Condensed Balance Sheets


		Fair Value of Asset Derivatives
		December 31,
	Balance Sheet Location	2023		2022
Derivatives designated as cash flow hedging instruments:
Foreign currency forward contracts	Other current assets	$	—	$	0.1
Interest rate swap contracts	Other current assets	5.2		4.4
Interest rate swap contracts	Other assets, net	—		2.8
Total		$	5.2	$	7.3
Derivatives not designated as hedging instruments:
Foreign currency forward contracts	Other current assets	0.2		0.1

Total asset position		$	5.4	$	7.4


		Fair Value of Liability Derivatives
		December 31,
	Balance Sheet Location	2023		2022
Derivatives designated as cash flow hedging instruments:
Foreign currency forward contracts	Accounts payable and accrued expenses	$	—	$	2.6
Interest rate swap contracts	Other long-term liabilities	2.6		—

		2.6		2.6
Derivatives not designated as hedging instruments:
Foreign currency forward contracts	Accounts payable and accrued expenses	4.5		2.8
Total liability position		$	7.1	$	5.4

Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss)

The following tables summarize the net effect of all cash flow hedges on the consolidated financial statements for the periods presented (in millions):


	Gain (Loss) Recognized in Other Comprehensive Income
	Year Ended December 31,
Derivatives designated as cash flow hedging instruments	2023		2022		2021
Foreign currency forward contracts	$	8.6	$	2.0	$	2.4

Interest rate swap contracts	6.9		14.2		4.4
Total	$	15.5	$	16.2	$	6.8


	Gain (Loss) Reclassified from Other Comprehensive Income into Earnings
	Year Ended December 31,
Derivatives designated as cash flow hedging instruments	2023		2022		2021
Foreign currency forward contracts	$	5.9	$	4.8	$	1.7

Interest rate swap contracts	8.2		(1.6)		(4.8)
Total	$	14.1	$	3.2	$	(3.1)

Location of Gains in Consolidated Condensed Statements of Operations that were Recognized and Derivative Contract Type


		Amount of Net Gain Recognized in Income on Derivative Instruments
Derivatives not designated as hedging instruments	Location of Net Gain Recognized in Income on Derivative Instruments	Years Ended December 31,
		2023		2022		2021
Foreign currency forward contracts	Other income, net	$	19.6	$	44.5	$	14.4

Commitments & Contingencies - Narrative (Details) $ in Millions	Dec. 31, 2023 USD ($)
Standby Letters of Credit
Long-term Purchase Commitment [Line Items]
Loss contingency accrual	$ 15.6
Topgolf International, Inc
Long-term Purchase Commitment [Line Items]
Minimum capital commitment	$ 107.0

Business Combinations (Tables)

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation (in millions):


	At November 1, 2023
Assets Acquired
Accounts receivable	$	0.1

Other current assets	0.3
Property and equipment	20.2
Intangibles—trade name	2.9
Intangibles—development rights	2.0
Goodwill	4.4
Total assets acquired	29.9
Liabilities Assumed
Accounts payable and accrued liabilities	0.2
Net assets acquired	29.7
Total purchase price consideration	$	29.7

The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation (in millions):


	At March 8, 2021
Assets Acquired
Cash		$	171.3
Accounts receivable		10.7
Inventories		13.9
Other current assets		52.1
Property and equipment		1,079.6
Operating lease right-of-use assets		1,328.0
Investments		28.8
Other assets		33.7
Intangibles—trade name		994.2
Intangibles—technology, customer relationships and liquor licenses		81.9
Goodwill		1,355.0
Total assets acquired		5,149.2
Liabilities Assumed
Accounts payable and accrued liabilities		$	95.8
Accrued employee costs		37.1
Construction advances		40.5
Deferred revenue		66.2
Other current liabilities		7.8
Long-term debt		535.1
Deemed landlord financing		303.0
Operating lease liabilities		1,402.3
Other long-term liabilities		32.2
Deferred tax liabilities		143.7
Net assets acquired		2,485.5
Goodwill allocated to other business units		563.4
Total purchase price and consideration transferred in the merger		$	3,048.9

Supplemental Pro Forma Information

The following table presents supplemental pro-forma information for the twelve months ended December 31, 2021 in order to show what our consolidated net revenues and net income would have been had the merger been completed as of January 1, 2020. These amounts were calculated after applying our accounting policies and were based upon information available at that time. Pre-acquisition net revenue and net income/(loss) amounts for Topgolf were derived from the books and records of Topgolf prepared prior to the acquisition and are presented for informational purposes only and do not purport to be indicative of actual results of future operations or of the results that would have occurred had the acquisition taken place as of the date noted below. The pro-forma amounts presented below also consider the effects of the fair value adjustments recorded on the assets acquired and liabilities assumed throughout the measurement period. For the twelve months ended December 31, 2023 and December 31, 2022, our consolidated financial statements reflect the actual results of operations of the merged businesses.


	Year Ended December 31,
	2021
	(in millions)
Net revenues	$	3,276.4
Net income	$	72.3

The following table presents net revenues and net loss attributable to Topgolf included in our consolidated statements of operations for the year ended December 31, 2021 (in millions):


	Year Ended December 31,
	2021
Net revenues	$	1,087.6
Net loss	$	(29.6)

Segment Information (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Information Utilized by Management to Evaluate its Operating Segments

The following table contains information utilized by management to evaluate our operating segments for the periods presented below (in millions):


	Years Ended December 31,
	2023		2022		2021
Net revenues:
Topgolf(1)	$	1,761.0	$	1,549.0	$	1,087.6
Golf Equipment	1,387.5		1,406.6		1,229.2
Active Lifestyle	1,136.3		1,040.1		816.6
Total net revenues	$	4,284.8	$	3,995.7	$	3,133.4

Income before income taxes:
Topgolf(1)	$	108.8	$	76.8	$	58.2
Golf Equipment	193.3		251.4		203.9
Active Lifestyle	117.0		77.4		68.5
Total segment operating income	419.1		405.6		330.6
Reconciling Items(2)	(181.4)		(148.8)		(125.9)
Total operating income	237.7		256.8		204.7
Gain on Topgolf investment(3)	—		—		252.5
Interest expense, net	(210.2)		(142.8)		(115.6)
Other income, net	7.3		27.9		9.0

Total income before income taxes	$	34.8	$	141.9	$	350.6

(1) On March 8, 2021, the Company completed the merger with Topgolf and has included the results of operations of Topgolf in its consolidated statements of operations and statements of financial position from that date forward.
(2) Reconciling items in 2023 include corporate general and administrative expenses not utilized by management in determining segment profitability, including reorganization charges of $12.3 million incurred during the twelve months ended December 31, 2023 to reorganize our IT functions and improve the organizational structure in our Active Lifestyle and Topgolf Segments. As of December 31, 2023, our total liability in accrued employee costs and benefits related to the reorganization was $4.0 million. Reconciling items in 2023 and 2022 also include the amortization and depreciation of acquired intangible assets, purchase accounting adjustments related to acquisitions, non-recurring costs associated with the integration of new IT systems stemming from acquisitions, and costs related to a 2023 cybersecurity incident. In addition, reconciling items in 2022 and 2021 include legal and credit agency fees related to the postponement of our debt refinancing, and charges related to the suspension of our Jack Wolfskin retail business in Russia due to the Russia-Ukraine war and the closure of a pre-merger Topgolf concept location. The amount for 2021 also includes transaction, transition and other non-recurring costs associated with the merger with Topgolf and costs associated with the implementation of new IT systems for Jack Wolfskin.
(3) The gain on Topgolf investment is related to the fair value step-up on the Company’s investment in Topgolf (see Note 4).


	December 31,
	2023		2022







Inventory:
Topgolf	$	50.2	$	38.2
Golf Equipment	454.2		567.2
Active Lifestyle	290.0		353.8
Total inventory	$	794.4	$	959.2







Property, Plant, & Equipment, net:
Topgolf	$	1,963.0	$	1,612.4
Golf Equipment	102.5		106.5
Active Lifestyle	91.0		90.7
Total property, plant, & equipment, net	$	2,156.5	$	1,809.6







Goodwill & Intangibles, net:
Topgolf	$	2,427.6	$	2,421.3
Golf Equipment	621.5		620.6
Active Lifestyle	445.1		445.5
Total goodwill & intangibles, net	$	3,494.2	$	3,487.4

Additions to long-lived assets:
Topgolf	$	503.1	$	490.4
Golf Equipment	8.1		13.8
Active Lifestyle	20.2		22.4
Corporate	57.7		36.3
Total additions to long-lived assets	$	589.1	$	562.9

Depreciation and amortization:
Topgolf	$	183.9	$	143.8
Golf Equipment	19.7		20.7
Active Lifestyle	36.1		28.3
Total depreciation and amortization	$	239.7	$	192.8

Summary of Revenue and Long Lived Assets by Geographical Areas

Long-lived assets are based on location of domicile.


	2023		2022		2021
	(in millions)
Net Revenues:
United States	$	3,081.4	$	2,798.0	$	2,067.1
Europe	540.6		537.4		499.5
Asia	531.9		545.4		465.5
Rest of World	130.9		114.9		101.3
Total Net Revenues	$	4,284.8	$	3,995.7	$	3,133.4

Long-Lived Assets
United States	$	2,041.4	$	1,729.0	$	1,383.6
Europe	92.9		58.8		48.9
Asia	19.2		18.8		7.2
Rest of World	3.0		3.0		11.7
Total Long-Lived Assets	$	2,156.5	$	1,809.6	$	1,451.4

Revenue Recognition - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Deferred Revenue Arrangement [Line Items]
Total net revenues	$ 4,284.8	$ 3,995.7	$ 3,133.4
Deferred revenue from gift cards	3.7	3.2
Reserve for cost recovery	25.7	25.5
Products
Deferred Revenue Arrangement [Line Items]
Total net revenues	2,540.1	2,465.5	2,058.7
Topgolf
Deferred Revenue Arrangement [Line Items]
Total net revenues	1,761.0	1,549.0	1,087.6
Topgolf \| Products
Deferred Revenue Arrangement [Line Items]
Total net revenues	$ 16.3	$ 18.7	$ 12.9

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Changes in the carrying amount of goodwill by operating and reportable segment are as follows (in millions):


	Topgolf		Golf Equipment		Active Lifestyle		Total
Balance at December 31, 2021	$	1,340.7	$	531.1	$	88.3		$	1,960.1
Acquisitions	14.3		0.2		1.5			16.0
Foreign currency translation and other	8.6		(1.0)		—			7.6
Balance at December 31, 2022	$	1,363.6	$	530.3	$	89.8		$	1,983.7
Acquisitions	4.4		—		—			4.4
Foreign currency translation and other	—		0.4		0.2			0.6
Balance at December 31, 2023	$	1,368.0	$	530.7	$	90.0		$	1,988.7

Additions to goodwill during the year ended December 31, 2023 are primarily related to the acquisition of BigShots, which is further described in Note 4. Additions to goodwill during the year ended December 31, 2022 are related to purchase accounting adjustments made during the first quarter of 2022 to finalize the fair value on certain leases assumed and deferred taxes associated with the merger with Topgolf. As of December 31, 2023, goodwill is presented net of accumulated impairment losses of $148.4 million, which were recorded prior to December 31, 2021 in the Active Lifestyle operating segment.

The estimated fair values of our reporting units, trade names and trademarks, exceeded their carrying values for the years ended December 31, 2023 and 2022. As such, no impairment losses were recognized during these periods.

Intangible assets by major asset class for the periods presented in the table below were (in millions, except useful life years):


	Indefinite-lived:				Amortizing:
	Tradename and Trademarks		Liquor Licenses		Patents		Customer/ Distributor Relationships and Other		Developed Technology		Total

Useful Life (Years)	NA		NA		2 - 16		1 - 10		10

Gross as of December 31, 2022	$	1,441.0	$	8.9	$	32.2	$	67.4	$	69.7	$	1,619.2
Acquisitions	2.8		0.6		0.1		4.7		—		8.2
Gross as of December 31, 2023	$	1,443.8	$	9.5	$	32.3	$	72.1	$	69.7	$	1,627.4
Accumulated amortization	—		—		(31.9)		(43.1)		(18.9)		(93.9)
Foreign currency translation and other	(22.0)		—		—		(3.5)		(2.5)		(28.0)
Net book value, December 31, 2023	$	1,421.8	$	9.5	$	0.4	$	25.5	$	48.3	$	1,505.5

Gross as of December 31, 2021	$	1,441.0	$	7.7	$	32.0	$	61.7	$	69.7	$	1,612.1
Acquisitions	—		1.2		0.2		5.7		—		7.1
Gross as of December 31, 2022	$	1,441.0	$	8.9	$	32.2	$	67.4	$	69.7	$	1,619.2
Accumulated amortization	—		—		(31.8)		(35.8)		(12.2)		(79.8)
Foreign currency translation and other	(28.3)		—		—		(4.2)		(3.2)		(35.7)
Net book value, December 31, 2022	$	1,412.7	$	8.9	$	0.4	$	27.4	$	54.3	$	1,503.7

There were no impairment losses recognized on our indefinite-lived intangible assets during the years ended December 31, 2023 and 2022.

We recognized $14.1 million, $15.2 million, and $13.0 million of amortization expense related to intangible assets for the years ended December 31, 2023, 2022 and 2021, respectively, which is recorded in selling, general and administrative expenses in the consolidated statements of operations.

As of December 31, 2023, amortization expense related to intangible assets in each of the next five fiscal years and beyond is expected to be as follows (in millions):


2024	$	11.6
2025	11.5
2026	11.5
2027	11.2
2028	10.9
Thereafter	17.5
Total	$	74.2

Insider Trading Arrangements	12 Months Ended
Insider Trading Arrangements	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Business Combinations - Summary of Fair Values of the Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions	Nov. 01, 2023	Mar. 08, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Assets Acquired
Goodwill			$ 1,988.7	$ 1,983.7	$ 1,960.1
Liabilities Assumed
Goodwill allocated to other business units			$ 1,988.7	$ 1,983.7	$ 1,960.1
Topgolf International, Inc
Assets Acquired
Cash		$ 171.3
Accounts receivable		10.7
Inventories		13.9
Other current assets		52.1
Property and equipment		1,079.6
Operating lease right-of-use assets		1,328.0
Investments		28.8
Other assets		33.7
Intangibles—trade name		994.2
Intangibles— finite-lived intangibles		81.9
Total assets acquired		5,149.2
Liabilities Assumed
Accounts payable and accrued liabilities		95.8
Accrued employee costs		37.1
Construction advances		40.5
Deferred revenue		66.2
Other current liabilities		7.8
Long-term debt		535.1
Deemed landlord financing		303.0
Operating lease liabilities		1,402.3
Other long-term liabilities		32.2
Deferred tax liabilities		143.7
Net assets acquired		2,485.5
Total purchase price and consideration transferred in the merger		3,048.9
Topgolf International, Inc \| Future Revenues And Growth
Assets Acquired
Goodwill		1,355.0
Liabilities Assumed
Goodwill allocated to other business units		1,355.0
Topgolf International, Inc \| Synergies
Assets Acquired
Goodwill		563.4
Liabilities Assumed
Goodwill allocated to other business units		$ 563.4
BigShots
Assets Acquired
Accounts receivable	$ 0.1
Other current assets	0.3
Property and equipment	20.2
Intangibles—trade name	2.9
Intangibles— finite-lived intangibles	2.0
Goodwill	4.4
Total assets acquired	29.9
Liabilities Assumed
Accounts payable and accrued liabilities	0.2
Net assets acquired	29.7
Goodwill allocated to other business units	4.4
Total purchase price consideration	$ 29.7

Financing Arrangements - Convertible Notes (Details) $ / shares in Units, $ in Millions		1 Months Ended	12 Months Ended
	May 04, 2020	Jul. 31, 2022 USD ($) shares	Dec. 31, 2023 USD ($) $ / shares	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	May 31, 2020
Debt Instrument [Line Items]
Issuance of common stock related to convertible notes			$ 0.0	$ 0.5	$ 0.0
Convertible Notes \| Senior Notes
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage			2.75%			2.75%
Debt instrument, convertible, conversion ratio	0.0568	0.0568
Debt instrument, convertible, conversion price (in dollars per share) \| $ / shares			$ 17.62
Convertible Notes \| Convertible Debt
Debt Instrument [Line Items]
Issuance of common stock related to convertible notes		$ 0.5
Debt conversion, converted instrument, shares issued \| shares		25,602

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Derivatives and Hedging - Interest Rate Swap Contracts (Details) - Designated as Hedging Instrument - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Interest rate swap contracts \| Cash Flow Hedging
Derivative [Line Items]
Proceeds from termination of interest rate swap contract	$ 5.6
Unrealized gain on derivatives	$ 3.2
Derivative, fixed interest rate	3.36%
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net	$ 5.2
Currency and Interest Rate Swap Agreements
Derivative [Line Items]
Derivative instrument, notional amount	$ 400.0	$ 192.3

Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Change in derivative instruments	$ 15.5	$ 16.2	$ 6.9
Income tax provision on derivative instruments	(0.2)	(2.5)	(1.6)
Foreign currency translation adjustments	12.8	(44.7)	(29.2)
AOCI Attributable to Parent
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	(61.5)	(27.3)	(6.5)
Balance at end of period	(47.5)	(61.5)	(27.3)
Derivative Instruments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	4.9	(5.6)	(14.0)
Change in derivative instruments	15.5	16.2	6.9
Income tax provision on derivative instruments	(0.2)	(2.5)	(1.6)
Balance at end of period	6.1	4.9	(5.6)
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	(66.4)	(21.7)	7.5
Foreign currency translation adjustments	12.8	(44.7)	(29.2)
Balance at end of period	(53.6)	(66.4)	(21.7)
Cost of Goods Sold
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Net (gains) losses reclassified	(5.9)	(4.8)	(1.7)
Cost of Goods Sold \| Derivative Instruments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Net (gains) losses reclassified	(5.9)	(4.8)	(1.7)
Interest Expense
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Net (gains) losses reclassified	(8.2)	1.6	4.8
Interest Expense \| Derivative Instruments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Net (gains) losses reclassified	$ (8.2)	$ 1.6	$ 4.8

Leases

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leases

Sales-Type Leases

We enter into non-cancelable license agreements primarily related to Toptracer and Swing Suite (see Note 10) of which certain of these agreements are classified as sales-type leases. Revenue from sales-type leases (see Note 2) is included in services revenues within our consolidated statements of operations is as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Sales-type lease selling price(1)	$	30.3	$	36.3	$	29.8
Cost of underlying assets	(13.8)		(17.6)		(11.9)
Operating profit	$	16.5	$	18.7	$	17.9

Interest income	$	6.1	$	4.5	$	4.3

Leasing revenue attributable to sales-type leases	$	36.4	$	40.8	$	34.1

(1) Selling price is equal to the present value of lease payments over the non-cancelable term of the licensing agreement.

Leasing receivables related to our net investment in sales-type leases are as follows (in millions):


		December 31,
	Balance Sheet Location	2023		2022
Leasing receivables, net—short-term	Other current assets	$	26.9	$	17.5
Leasing receivables, net—long-term	Other assets, net	65.1		57.5
Total leasing receivables		$	92.0	$	75.0

Net maturities of sales-type lease receivables for the next five years and thereafter as of December 31, 2023, are as follows (in millions):


	Sales-Type Leases
2024	$	33.5
2025	28.2
2026	21.0
2027	12.4
2028	5.7
Thereafter	2.8
Total future lease payments	103.6
Less: imputed interest	11.6
Total	$	92.0

Operating Leases, Financing Leases and DLF Obligations

Supplemental balance sheet information related to our operating and financing ROU assets and lease liabilities and DLF assets and obligations is as follows (in millions):


		December 31,
	Balance Sheet Location	2023		2022
Assets
Operating lease ROU assets, net	Operating lease ROU assets, net	$	1,410.1	$	1,419.1
Financing lease ROU assets, net	Other assets	$	257.4	$	215.7
DLF assets, net	Property, plant & equipment, net	$	917.3	$	813.2

Liabilities
Current
Operating lease liabilities, short-term	Operating lease liabilities, short-term	$	86.4	$	76.4
Financing lease liabilities, short-term	Accounts payable and accrued expenses	$	1.4	$	1.7
DLF obligations, short-term	Accounts payable and accrued expenses	$	0.1	$	2.4

Non-current
Operating lease liabilities, long-term	Operating lease liabilities, long-term	$	1,433.4	$	1,437.5
Financing lease liabilities, long-term	Other long-term liabilities	$	287.9	$	225.9
DLF obligations, long-term	Deemed landlord financing obligations	$	980.0	$	658.0

Leases Under Construction

Our minimum capital commitment for leases under construction, net of reimbursements from third-party real estate financing partners, was approximately $107.0 million as of December 31, 2023. As we are actively involved in the construction of these properties, we recorded $127.5 million in construction costs within property, plant and equipment and $59.3 million in construction advances from the landlords in connection with these properties as of December 31, 2023. We determine the lease classification for these properties at the end of the construction period. Upon lease commencement, the initial base term of these leases is generally 20 years, with most having options to extend for additional terms of up to 20 years. As of December 31, 2023, we had $364.9 million of future lease obligations related to four venues subject to non-cancellable leases that have been signed but have not yet commenced.

The components of lease expense included in our consolidated statements of operations for the periods presented below are as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Operating lease costs:
Amortization of ROU assets	$	176.1	$	172.7	$	146.3
Total operating lease costs	176.1		172.7		146.3
Financing lease costs:
Amortization of ROU assets	7.8		6.4		3.2
Interest on lease liabilities	15.4		9.3		4.5
Total financing lease costs	23.2		15.7		7.7
DLF obligation costs:
Depreciation of DLF assets	25.8		14.5		5.7
Interest on DLF obligations	70.0		46.7		28.0
Total DLF obligation costs	95.8		61.2		33.7
Variable lease costs	11.8		10.2		6.5
Total lease costs	$	306.9	$	259.8	$	194.2

Other information related to leases (in millions):


	December 31,
Supplemental Cash Flows Information	2023		2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	156.4	$	157.0	$	123.6
Operating cash flows from finance leases	$	8.5	$	5.2	$	2.8
Operating cash flows from DLF obligations	$	54.6	$	36.9	$	17.7
Financing cash flows from finance leases	$	2.8	$	2.7	$	0.8
Financing cash flows from DLF obligations	$	6.9	$	4.8	$	—

Lease liabilities arising from new ROU assets:
Operating leases	$	83.5	$	51.9	$	19.6
Finance leases	$	27.0	$	92.0	$	52.7
DLF obligations(1)	$	311.3	$	193.8	$	171.4

(1) During the course of the construction of our venues, certain financing partners remit funds directly to our construction vendors on our behalf rather than providing the construction advances directly to us. These funds are presented as non-cash investing and financing activities within our consolidated statement of cash flows. For the year ended December 31, 2023, the amount contributed by these financing partners, in addition to accrued capitalized interest for these contributions was $60.6 million. For the years ended December 31, 2022 and December 31, 2021, the amount contributed by these financing partners, in addition to accrued capitalized interest for these contributions was $30.6 million and $37.7 million, respectively, which were corrected from $163.2 million and $107.1 million, respectively, as previously reported.


	December 31,
	2023		2022
Weighted average remaining lease term (years):
Operating leases	15.9		16.6
Finance leases	36.8		36.5
DLF obligations	38.1		38.5

Weighted average discount rate:
Operating leases	5.8	%	5.6	%
Finance leases	6.3	%	6.1	%
DLF obligations	10.0	%	8.8	%

As of December 31, 2023, our future minimum lease obligations were as follows (in millions):


	Operating Leases		Finance Leases		DLF Obligations(1)		Total
2024	$	155.6	$	14.9	$	72.9	$	243.4
2025	162.1		17.1		80.7		259.9
2026	156.9		17.4		84.2		258.5
2027	154.3		17.4		85.5		257.2
2028	150.0		15.3		87.7		253.0
Thereafter	1,677.5		739.7		3,978.8		6,396.0
Total future lease payments	2,456.4		821.8		4,389.8		7,668.0
Less: imputed interest	936.6		532.5		3,409.7		4,878.8
Total	$	1,519.8	$	289.3	$	980.1	$	2,789.2

(1) Future lease payments for DLF Obligations include approximately $44.9 million of reimbursements which we expect to receive from third-party financing partners that were not yet received as of December 31, 2023. Imputed interest includes approximately $175.6 million related to these unfunded DLF Obligations as of December 31, 2023.

Leases

Sales-Type Leases


	Year Ended December 31,
	2023		2022		2021
Sales-type lease selling price(1)	$	30.3	$	36.3	$	29.8
Cost of underlying assets	(13.8)		(17.6)		(11.9)
Operating profit	$	16.5	$	18.7	$	17.9

Interest income	$	6.1	$	4.5	$	4.3

Leasing revenue attributable to sales-type leases	$	36.4	$	40.8	$	34.1

(1) Selling price is equal to the present value of lease payments over the non-cancelable term of the licensing agreement.

Leasing receivables related to our net investment in sales-type leases are as follows (in millions):


		December 31,
	Balance Sheet Location	2023		2022
Leasing receivables, net—short-term	Other current assets	$	26.9	$	17.5
Leasing receivables, net—long-term	Other assets, net	65.1		57.5
Total leasing receivables		$	92.0	$	75.0

Net maturities of sales-type lease receivables for the next five years and thereafter as of December 31, 2023, are as follows (in millions):


	Sales-Type Leases
2024	$	33.5
2025	28.2
2026	21.0
2027	12.4
2028	5.7
Thereafter	2.8
Total future lease payments	103.6
Less: imputed interest	11.6
Total	$	92.0

Operating Leases, Financing Leases and DLF Obligations

Supplemental balance sheet information related to our operating and financing ROU assets and lease liabilities and DLF assets and obligations is as follows (in millions):


		December 31,
	Balance Sheet Location	2023		2022
Assets
Operating lease ROU assets, net	Operating lease ROU assets, net	$	1,410.1	$	1,419.1
Financing lease ROU assets, net	Other assets	$	257.4	$	215.7
DLF assets, net	Property, plant & equipment, net	$	917.3	$	813.2

Liabilities
Current
Operating lease liabilities, short-term	Operating lease liabilities, short-term	$	86.4	$	76.4
Financing lease liabilities, short-term	Accounts payable and accrued expenses	$	1.4	$	1.7
DLF obligations, short-term	Accounts payable and accrued expenses	$	0.1	$	2.4

Non-current
Operating lease liabilities, long-term	Operating lease liabilities, long-term	$	1,433.4	$	1,437.5
Financing lease liabilities, long-term	Other long-term liabilities	$	287.9	$	225.9
DLF obligations, long-term	Deemed landlord financing obligations	$	980.0	$	658.0

Leases Under Construction

The components of lease expense included in our consolidated statements of operations for the periods presented below are as follows (in millions):


	Year Ended December 31,
	2023		2022		2021
Operating lease costs:
Amortization of ROU assets	$	176.1	$	172.7	$	146.3
Total operating lease costs	176.1		172.7		146.3
Financing lease costs:
Amortization of ROU assets	7.8		6.4		3.2
Interest on lease liabilities	15.4		9.3		4.5
Total financing lease costs	23.2		15.7		7.7
DLF obligation costs:
Depreciation of DLF assets	25.8		14.5		5.7
Interest on DLF obligations	70.0		46.7		28.0
Total DLF obligation costs	95.8		61.2		33.7
Variable lease costs	11.8		10.2		6.5
Total lease costs	$	306.9	$	259.8	$	194.2

Other information related to leases (in millions):


	December 31,
Supplemental Cash Flows Information	2023		2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	156.4	$	157.0	$	123.6
Operating cash flows from finance leases	$	8.5	$	5.2	$	2.8
Operating cash flows from DLF obligations	$	54.6	$	36.9	$	17.7
Financing cash flows from finance leases	$	2.8	$	2.7	$	0.8
Financing cash flows from DLF obligations	$	6.9	$	4.8	$	—

Lease liabilities arising from new ROU assets:
Operating leases	$	83.5	$	51.9	$	19.6
Finance leases	$	27.0	$	92.0	$	52.7
DLF obligations(1)	$	311.3	$	193.8	$	171.4

(1) During the course of the construction of our venues, certain financing partners remit funds directly to our construction vendors on our behalf rather than providing the construction advances directly to us. These funds are presented as non-cash investing and financing activities within our consolidated statement of cash flows. For the year ended December 31, 2023, the amount contributed by these financing partners, in addition to accrued capitalized interest for these contributions was $60.6 million. For the years ended December 31, 2022 and December 31, 2021, the amount contributed by these financing partners, in addition to accrued capitalized interest for these contributions was $30.6 million and $37.7 million, respectively, which were corrected from $163.2 million and $107.1 million, respectively, as previously reported.


	December 31,
	2023		2022
Weighted average remaining lease term (years):
Operating leases	15.9		16.6
Finance leases	36.8		36.5
DLF obligations	38.1		38.5

Weighted average discount rate:
Operating leases	5.8	%	5.6	%
Finance leases	6.3	%	6.1	%
DLF obligations	10.0	%	8.8	%

As of December 31, 2023, our future minimum lease obligations were as follows (in millions):


	Operating Leases		Finance Leases		DLF Obligations(1)		Total
2024	$	155.6	$	14.9	$	72.9	$	243.4
2025	162.1		17.1		80.7		259.9
2026	156.9		17.4		84.2		258.5
2027	154.3		17.4		85.5		257.2
2028	150.0		15.3		87.7		253.0
Thereafter	1,677.5		739.7		3,978.8		6,396.0
Total future lease payments	2,456.4		821.8		4,389.8		7,668.0
Less: imputed interest	936.6		532.5		3,409.7		4,878.8
Total	$	1,519.8	$	289.3	$	980.1	$	2,789.2

(1) Future lease payments for DLF Obligations include approximately $44.9 million of reimbursements which we expect to receive from third-party financing partners that were not yet received as of December 31, 2023. Imputed interest includes approximately $175.6 million related to these unfunded DLF Obligations as of December 31, 2023.

Leases - Future Minimum Lease Obligations (Details) $ in Millions	Dec. 31, 2023 USD ($)
Operating Leases
2024	$ 155.6
2025	162.1
2026	156.9
2027	154.3
2028	150.0
Thereafter	1,677.5
Total future lease payments	2,456.4
Less: imputed interest	936.6
Total	1,519.8
Total
2024	243.4
2025	259.9
2026	258.5
2027	257.2
2028	253.0
Thereafter	6,396.0
Total future lease payments	7,668.0
Less: imputed interest	4,878.8
Total	2,789.2
Deemed Landlord Finance Lease Reimbursements
Total
Receivable with imputed interest	44.9
Interest receivable	175.6
Finance Leases
Finance Leases
2024	14.9
2025	17.1
2026	17.4
2027	17.4
2028	15.3
Thereafter	739.7
Total future lease payments	821.8
Less: imputed interest	532.5
Total	289.3
DLF obligations
Finance Leases
2024	72.9
2025	80.7
2026	84.2
2027	85.5
2028	87.7
Thereafter	3,978.8
Total future lease payments	4,389.8
Less: imputed interest	3,409.7
Total	$ 980.1

Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair Value Measurements

We measure our financial assets and liabilities at fair value on a recurring basis using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Authoritative guidance establishes three levels of the fair value hierarchy as follows:

Level 1: Quoted market prices in active markets for identical assets or liabilities;

Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and

Level 3: Fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The carrying amounts of cash and cash equivalents, accounts receivables, accounts payable and accrued expenses, revolving credit facilities, and other current liabilities approximate fair value due to their short-term nature, and are therefore categorized within Level 1 of the fair value hierarchy. Our money market funds, which are included in cash and cash equivalents on our consolidated balance sheets, accrue dividends which are reinvested in the fund and are reflected in their carrying value. As of December 31, 2023, the carrying value of our money market fund was $196.5 million. We did not have any money market funds as of December 31, 2022.

Hedging instruments are re-measured on a recurring basis using broker quotes, daily market foreign currency rates, and interest rate curves as applicable, and are therefore categorized within Level 2 of the fair value hierarchy.

The following table summarizes the valuation of our foreign currency forward contracts and interest rate hedge agreements (see Note 18) that are measured at fair value on a recurring basis, and are classified within Level 2 of the fair value hierarchy as of the periods presented (in millions):


	Fair Value		Level 2
December 31, 2023
Foreign currency forward contracts—asset position	$	0.2	$	0.2
Foreign currency forward contracts—liability position	(4.5)		(4.5)
Interest rate hedge agreements—asset position	5.2		5.2
Interest rate hedge agreements—liability position	(2.6)		(2.6)

Total	$	(1.7)	$	(1.7)
December 31, 2022
Foreign currency forward contracts—asset position	$	0.2	$	0.2
Foreign currency forward contracts—liability position	(5.4)		(5.4)
Interest rate hedge agreements—asset position	7.2		7.2
Total	$	2.0	$	2.0

There were no transfers of financial instruments between the levels of the fair value hierarchy during the years ended December 31, 2023 and 2022.

Disclosures about the Fair Value of Financial Instruments

The table below presents information about the fair value of our financial liabilities whose value were derived using Level 2 inputs of the fair value hierarchy, and is provided for comparative purposes only, relative to the carrying values of our financial instruments recognized in the consolidated balance sheets for the periods presented (in millions):


	December 31, 2023				December 31, 2022
	Carrying Value		Fair Value		Carrying Value		Fair Value
U.S. Asset-Based Revolving Credit Facility	$	26.3	$	26.3	$	181.1	$	181.1
2022 Japan ABL Credit Facility	$	28.4	$	28.4	$	38.2	$	38.2
2023 Term Loan B	$	1,240.6	$	1,242.2	$	—	$	—
Convertible Notes	$	258.3	$	277.0	$	258.3	$	337.7
Equipment Notes	$	19.2	$	17.0	$	27.8	$	23.6
Mortgage Loans	$	45.4	$	54.8	$	45.9	$	55.3
Term Loan B	$	—	$	—	$	432.0	$	431.1
Topgolf Term Loan	$	—	$	—	$	336.9	$	337.1
Topgolf Revolving Credit Facility	$	—	$	—	$	110.0	$	110.0

Non-recurring Fair Value Measurements

We measure certain assets at fair value on a non-recurring basis at least annually or more frequently if it is determined that impairment indicators are present. These assets include long-lived assets, goodwill, non-amortizing intangible assets and investments, which are written down to fair value when they are classified as held for sale or determined to be impaired. During the year ended December 31, 2023, we recognized an $11.7 million impairment loss related to the abandonment of our Shankstars online digital game, which was included within research and development costs on our consolidated statements of operations. During the year ended December 31, 2022, we recognized $5.5 million of total impairment losses, of which $4.8 million was related to the impairment of property, plant and equipment at an underperforming premerger Topgolf concept location, and was included in other venue expenses in our consolidated statements of operations during the year ended December 31, 2022. The fair value of the location was determined using the cost approach for similar assets, which considers the highest and best use of these assets, and was categorized within Level 3 of the fair value hierarchy. We did not recognize any impairments during the year ended December 31, 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Total net revenues	$ 4,284.8	$ 3,995.7	$ 3,133.4
United States
Disaggregation of Revenue [Line Items]
Total net revenues	3,081.4	2,798.0	2,067.1
Europe
Disaggregation of Revenue [Line Items]
Total net revenues	540.6	537.4	499.5
Asia
Disaggregation of Revenue [Line Items]
Total net revenues	531.9	545.4	465.5
Rest of World
Disaggregation of Revenue [Line Items]
Total net revenues	130.9	114.9	101.3
Topgolf
Disaggregation of Revenue [Line Items]
Total net revenues	1,761.0	1,549.0	1,087.6
Golf Equipment
Disaggregation of Revenue [Line Items]
Total net revenues	1,387.5	1,406.6	1,229.2
Active Lifestyle
Disaggregation of Revenue [Line Items]
Total net revenues	1,136.3	1,040.1	816.6
Venues \| Topgolf
Disaggregation of Revenue [Line Items]
Total net revenues	1,692.6	1,477.1	1,029.0
Other business lines \| Topgolf
Disaggregation of Revenue [Line Items]
Total net revenues	68.4	71.9	58.6
Golf clubs \| Golf Equipment
Disaggregation of Revenue [Line Items]
Total net revenues	1,073.5	1,097.1	994.5
Golf balls \| Golf Equipment
Disaggregation of Revenue [Line Items]
Total net revenues	314.0	309.5	234.7
Apparel \| Active Lifestyle
Disaggregation of Revenue [Line Items]
Total net revenues	713.2	631.7	490.9
Gear, accessories & other \| Active Lifestyle
Disaggregation of Revenue [Line Items]
Total net revenues	$ 423.1	$ 408.4	$ 325.7

Capital Stock (Details)	12 Months Ended
Capital Stock (Details)	Dec. 31, 2023 USD ($) vote $ / shares shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($) shares	May 31, 2022 USD ($)
Schedule of Components of Common Stock [Line Items]
Number of votes per common share \| vote	1
Preferred stock, shares authorized (in shares)	3,000,000	3,000,000
Preferred stock, shares issued (in shares)	0	0
Acquisition of treasury stock \| $	$ 56,000,000.0	$ 35,800,000	$ 38,100,000
Shares withheld for tax withholding obligation (in shares)	400,000	500,000	400,000
Shares withheld for tax withholding obligation \| $	$ 9,300,000	$ 10,900,000	$ 13,500,000
Series A Junior Participating Preferred
Schedule of Components of Common Stock [Line Items]
Preferred stock, shares authorized (in shares)	200,000
Preferred stock, number of votes \| vote	1,000
Preferred stock, shares issued (in shares)	0
2022 Repurchase Program
Schedule of Components of Common Stock [Line Items]
Stock repurchase program, authorized amount \| $				$ 100,000,000
Acquisition of treasury stock (in shares)	2,900,000
Stock repurchased, average cost per share (in dollars per share) \| $ / shares	$ 16.37
Acquisition of treasury stock \| $	$ 46,300,000

Financing Arrangements (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Our credit facilities and long-term debt obligations are summarized as follows (in millions):


	Maturity Date	Interest Rate	December 31, 2023		December 31, 2022
Short-Term Credit Facilities
U.S. Asset-Based Revolving Credit Facility	March 16, 2028	5.34%	$	26.3	$	181.1
2022 Japan ABL Credit Facility	January 25, 2025	0.85%	28.4		38.2
Total Principal Amount			$	54.7	$	219.3
Unamortized Debt Issuance Costs			$	4.5	$	0.9

Balance Sheet Location
Asset-based credit facilities			$	54.7	$	219.3
Prepaid expenses			$	1.1	$	0.6
Other long-term assets			$	3.4	$	0.3

	Maturity Date	Interest Rate	December 31, 2023		December 31, 2022
Long-Term Debt and Credit Facilities
2023 Term Loan B	March 16, 2030	8.96%	$	1,240.6	$	—
Convertible Notes	May 1, 2026	2.75%	258.3		258.3
Equipment Notes	August 27, 2024 - December 21, 2027	2.36% - 5.93%	19.2		27.8
Mortgage Loans	July 1, 2033 - July 29, 2036	9.75% - 11.31%	45.4		45.9
Financed Tenant Improvements	February 1, 2035	8.00%	3.3		3.5
Term Loan B	—	8.88%	—		432.0
Topgolf Term Loan	—	10.58%	—		336.9
Topgolf Revolving Credit Facility	—	8.08%	—		110.0
Total Principal Amount			$	1,566.8	$	1,214.4
Less: Unamortized Debt Issuance Costs			31.5		24.3
Total Debt, net of Unamortized Debt Issuance Costs			$	1,535.3	$	1,190.1

Balance Sheet Location
Other current liabilities			$	17.1	$	13.8
Long-term debt			1,518.2		1,176.3
Total Debt, net of Unamortized Debt Issuance Costs			$	1,535.3	$	1,190.1

Schedule of Interest Expense, Debt


	Year Ended December 31,
	2023		2022		2021
Short-Term Credit Facilities
U.S. Asset-Based Revolving Credit Facility	$	7.4	$	4.3	$	1.6
2022 Japan ABL Credit Facility	0.3		0.3		—
Total	$	7.7	$	4.6	$	1.6

Long-Term Debt and Credit Facilities
2023 Term Loan B	$	90.9	$	—	$	—
Convertible Notes	7.1		7.1		7.1
Equipment Notes	0.8		0.7		0.9
Financed Tenant Improvements	0.3		—		—
Mortgage Loans	4.7		4.8		4.0
Term Loan B	8.6		31.2		24.1
Topgolf Term Loan	7.8		29.9		21.4
Topgolf Revolving Credit Facility	2.7		4.4		6.2
Japan Term Loan	—		—		0.1
Total	$	122.9	$	78.1	$	63.8

Summary of U.S. Asset-Based Revolving Credit Facility

Our average borrowings, availability, and interest rate under the New ABL Facility were as follows (in millions except interest rates):


	Year Ended December 31,
	2023			2022			2021
Average borrowings	$	104.9		$	101.9		$	20.3
Average availability	$	354.6		$	253.0		$	295.3
Weighted average interest rate	5.88		%	4.01		%	3.04		%

Schedule of Aggregate Amount of Maturities for Debt


	(in millions)
2024	$	20.8
2025	18.6
2026	276.4
2027	15.6
2028	13.7
Thereafter	1,221.7
Total aggregate amount of maturities	1,566.8
Less: Unamortized Debt Issuance Costs	31.5
Total aggregate amount of maturities, net of Unamortized Debt Issuance Costs	$	1,535.3

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Operating loss carryforwards	$ 132.3	$ 135.9
Tax credit carryforwards	58.7	57.3
ASC Topic 842 lease liability	461.1	441.6
Deemed landlord financing	252.3	167.5
Other	(103.9)	(90.3)
Total deferred tax assets	1,008.3	892.6
Valuation allowance for deferred tax assets	(47.7)	(100.2)
Deferred tax assets, net of valuation allowance	960.6	792.4
Deferred tax liabilities:
Basis difference related to fixed assets	(209.9)	(146.6)
Basis difference related to intangible assets with an indefinite life	(337.1)	(332.4)
ASC Topic 842 ROU assets	(425.3)	(414.7)
Other	(9.3)	(0.1)
Total deferred tax liabilities	(981.6)	(893.8)
Net deferred tax assets (liabilities) are shown on the accompanying consolidated balance sheets as follows:
Non-current deferred tax assets	15.7	16.1
Non-current deferred tax liabilities	(36.7)	(117.5)
Deferred tax liabilities, net	$ (21.0)	$ (101.4)

Stock Plans and Share-Based Compensation - Schedule of Share-Based Payment Arrangement Activity Expensed (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	$ 46.7	$ 47.0	$ 38.7
Income tax benefit	(11.2)	(11.3)	(8.9)
Total share-based compensation expense, after tax	35.5	35.7	29.8
Stock Options
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	0.4	1.4	2.6
Restricted Stock Units
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	18.9	17.6	14.0
Restricted Stock
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	0.6	1.3	2.4
Performance Shares
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	$ 26.8	$ 26.7	$ 19.7

Fair Value of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Valuation of Foreign Currency Exchange Contracts by Pricing Levels


	Fair Value		Level 2
December 31, 2023
Foreign currency forward contracts—asset position	$	0.2	$	0.2
Foreign currency forward contracts—liability position	(4.5)		(4.5)
Interest rate hedge agreements—asset position	5.2		5.2
Interest rate hedge agreements—liability position	(2.6)		(2.6)

Total	$	(1.7)	$	(1.7)
December 31, 2022
Foreign currency forward contracts—asset position	$	0.2	$	0.2
Foreign currency forward contracts—liability position	(5.4)		(5.4)
Interest rate hedge agreements—asset position	7.2		7.2
Total	$	2.0	$	2.0

Fair Value, by Balance Sheet Grouping


	December 31, 2023				December 31, 2022
	Carrying Value		Fair Value		Carrying Value		Fair Value
U.S. Asset-Based Revolving Credit Facility	$	26.3	$	26.3	$	181.1	$	181.1
2022 Japan ABL Credit Facility	$	28.4	$	28.4	$	38.2	$	38.2
2023 Term Loan B	$	1,240.6	$	1,242.2	$	—	$	—
Convertible Notes	$	258.3	$	277.0	$	258.3	$	337.7
Equipment Notes	$	19.2	$	17.0	$	27.8	$	23.6
Mortgage Loans	$	45.4	$	54.8	$	45.9	$	55.3
Term Loan B	$	—	$	—	$	432.0	$	431.1
Topgolf Term Loan	$	—	$	—	$	336.9	$	337.1
Topgolf Revolving Credit Facility	$	—	$	—	$	110.0	$	110.0

Earnings Per Common Share (Tables)

12 Months Ended

Dec. 31, 2023

Earnings Per Share [Abstract]

Summary of Computation of Basic and Diluted Earnings Per Share

The following table summarizes the computation of basic and diluted earnings per share (in millions, except per share data):


	Year Ended December 31,
	2023		2022		2021
Earnings per common share—basic
Net income	$	95.0	$	157.9	$	322.0
Weighted-average common shares outstanding—basic	185.0		184.9		169.1
Earnings per common share—basic	$	0.51	$	0.85	$	1.90
Earnings per common share—diluted
Net income	$	95.0	$	157.9	$	322.0
Interest expense	6.5		6.4		—
Net income attributable to earnings per common share—diluted	$	101.5	$	164.3	$	322.0

Weighted-average common shares outstanding—basic	185.0		184.9		169.1
Weighted-average shares outstanding - Convertible Notes(1)	14.7		14.7		5.9
Outstanding options, restricted stock units and performance share units	1.4		1.7		1.9
Weighted-average common shares outstanding—diluted	201.1		201.3		176.9
Earnings per common share—diluted	$	0.50	$	0.82	$	1.82

(1) For 2021, the Dilutive impact of the Convertible Notes was calculated using the Treasury Stock Method. See Note 3 for further detail.

Stock Plans and Share-Based Compensation - Summary of Fair Value Assumptions (Details)	Mar. 08, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	3 years 8 months 12 days
Volatility, minimum	43.00%
Volatility, maximum	85.40%
Volatility	55.10%
Risk free interest rate, minimum	0.10%
Risk free interest rate, maximum	1.30%
Risk-free interest rate	0.60%
Dividend yield	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	3 months 18 days
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	7 years 1 month 6 days

Financing Arrangements - Schedule of Interest Expense, Debt (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Line of Credit \| Revolving Credit Facility \| Topgolf Revolving Credit Facility
Debt Instrument [Line Items]
Interest expense, debt	$ 2.7	$ 4.4	$ 6.2
Line of Credit \| Revolving Credit Facility \| Japan Term Loan
Debt Instrument [Line Items]
Interest expense, debt	0.0	0.0	0.1
Secured Debt \| 2023 Term Loan B
Debt Instrument [Line Items]
Interest expense, debt	90.9	0.0	0.0
Secured Debt \| Term Loan B
Debt Instrument [Line Items]
Interest expense, debt	8.6	31.2	24.1
Secured Debt \| Topgolf Term Loan
Debt Instrument [Line Items]
Interest expense, debt	7.8	29.9	21.4
Senior Notes \| Convertible Notes
Debt Instrument [Line Items]
Interest expense, debt	7.1	7.1	7.1
Equipment Notes
Debt Instrument [Line Items]
Interest expense, debt	0.8	0.7	0.9
Tenant Improvements
Debt Instrument [Line Items]
Interest expense, debt	0.3	0.0	0.0
Mortgage Loans
Debt Instrument [Line Items]
Interest expense, debt	4.7	4.8	4.0
Long-term debt
Debt Instrument [Line Items]
Interest expense, debt	122.9	78.1	63.8
Line of Credit \| Revolving Credit Facility \| U.S. Asset-Based Revolving Credit Facility
Debt Instrument [Line Items]
Interest expense, debt	7.4	4.3	1.6
Line of Credit \| Revolving Credit Facility \| 2022 Japan ABL Credit Facility
Debt Instrument [Line Items]
Interest expense, debt	0.3	0.3	0.0
Short-Term Debt
Debt Instrument [Line Items]
Interest expense, debt	$ 7.7	$ 4.6	$ 1.6

Financing Arrangements - Aggregate Amount of Maturities for Debt (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
2024	$ 20.8
2025	18.6
2026	276.4
2027	15.6
2028	13.7
Thereafter	1,221.7
Total aggregate amount of maturities	1,566.8	$ 1,214.4
Less: Unamortized Debt Issuance Costs	31.5	24.3
Total aggregate amount of maturities, net of Unamortized Debt Issuance Costs	$ 1,535.3	$ 1,190.1

Segment Information - Summary of Revenue and Long Lived Assets by Geographical Areas (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	$ 4,284.8	$ 3,995.7	$ 3,133.4
Long-Lived Assets	2,156.5	1,809.6	1,451.4
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	3,081.4	2,798.0	2,067.1
Long-Lived Assets	2,041.4	1,729.0	1,383.6
Europe
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	540.6	537.4	499.5
Long-Lived Assets	92.9	58.8	48.9
Asia
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	531.9	545.4	465.5
Long-Lived Assets	19.2	18.8	7.2
Rest of World
Revenues from External Customers and Long-Lived Assets [Line Items]
Net revenues	130.9	114.9	101.3
Long-Lived Assets	$ 3.0	$ 3.0	$ 11.7

- Definition

+ References

+ Details

Stock Plans and Share-Based Compensation - Share-Based Payment Arrangement, Nonvested Award, Cost Not Yet Recognized (Details) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unamortized compensation expense	$ 16.2
Weighted-average remaining recognition period	1 year 4 months 24 days
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unamortized compensation expense	$ 25.0
Weighted-average remaining recognition period	1 year

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Leases - Sales-Type Leases, Revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Sales-type lease, selling price	$ 30.3	$ 36.3	$ 29.8
Cost of underlying assets	(13.8)	(17.6)	(11.9)
Operating profit	16.5	18.7	17.9
Interest income	6.1	4.5	4.3
Leasing revenue attributable to sales-type leases	$ 36.4	$ 40.8	$ 34.1

Business Combinations

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Business Combinations

BigShots Acquisition

On November 1, 2023, we completed the acquisition of certain assets from affiliates of Invited, Inc. (“Invited”), the largest owner and operator of private golf and country clubs in the United States, related to its BigShots Golf business (“BigShots”), for a purchase price of approximately $29.7 million, which we funded with existing cash on hand. The acquisition includes certain domestic venue locations of the BigShots brand, which will help expand our leadership position in off-course golf and in the modern-golf ecosystem and is accounted for as a business combination. All of the goodwill arising from the acquisition is assigned to our Topgolf operating segment and consists largely of operational synergies within our Topgolf business. Goodwill recorded in connection with the acquisition is expected to be deductible for income tax purposes.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation (in millions):


	At November 1, 2023
Assets Acquired
Accounts receivable	$	0.1

Other current assets	0.3
Property and equipment	20.2
Intangibles—trade name	2.9
Intangibles—development rights	2.0
Goodwill	4.4
Total assets acquired	29.9
Liabilities Assumed
Accounts payable and accrued liabilities	0.2
Net assets acquired	29.7
Total purchase price consideration	$	29.7

For the year ended December 31, 2023, the results of operations for BigShots and acquisition-related costs were not material to our consolidated statements of operations. Additionally, the pro forma results of operations reflecting the acquisition of BigShots are not presented, as the impact on our consolidated financial results would not have been material.

In conjunction with the acquisition of certain assets from affiliates of Invited in November 2023, during the first quarter of 2024 we completed additional acquisitions from Invited and affiliates of Invited for additional venue-related assets and development rights related to the Bigshots business, for $5.9 million and $16.0 million, respectively. The additional acquisitions were completed in two separate transactions and were funded with existing cash on hand, and will be accounted for as a business combination in connection with the November 2023 acquisition. Due to the timing of the completion of these transactions, the preliminary purchase price allocations for these additional assets and development rights are excluded from the purchase price allocation amounts in the table above. We expect to include the preliminary purchase price allocation estimates related to these additional acquisitions in our Form 10-Q for the period ended March 31, 2024.

Merger with Topgolf International, Inc.

On March 8, 2021, we completed our merger with Topgolf, pursuant to the terms of an Agreement and Plan of Merger, dated as of October 27, 2020 (the “Merger Agreement”) to expand our business platforms and family of brands, as well as our reach across multiple platforms, which now includes Topgolf venues in addition to retail, e-commerce and digital communities. Since the date of the merger, Topgolf has operated as one of our wholly-owned subsidiaries.

Pursuant to the terms of the Merger Agreement, we acquired 100% of the outstanding equity of Topgolf in an all-stock transaction, at an exchange ratio based on an equity value of Topgolf of $1,987.0 million, whereby the stockholders of Topgolf received 89.8 million of our common shares. The actual purchase consideration upon the closing of the merger of $3,014.2 million (or $2,650.2 million excluding Topgolf shares that were held by us) was based on the number of shares of our common stock issued, multiplied by the closing price of $29.52 of our common stock on March 8, 2021. Additionally, we converted certain stock options, stock awards, and warrants held by previous Topgolf equity holders. The purchase consideration, together with the fair value of the consideration transferred for outstanding stock awards and warrants totaled $3,048.9 million.

During the year ended December 31, 2021, we recognized $20.4 million of transaction costs which primarily consisted of advisor, legal, valuation and accounting fees. We did not recognize any transaction costs associated with the merger during the years ended December 31, 2023 and December 31, 2022.

The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date based on the purchase price allocation (in millions):


	At March 8, 2021
Assets Acquired
Cash		$	171.3
Accounts receivable		10.7
Inventories		13.9
Other current assets		52.1
Property and equipment		1,079.6
Operating lease right-of-use assets		1,328.0
Investments		28.8
Other assets		33.7
Intangibles—trade name		994.2
Intangibles—technology, customer relationships and liquor licenses		81.9
Goodwill		1,355.0
Total assets acquired		5,149.2
Liabilities Assumed
Accounts payable and accrued liabilities		$	95.8
Accrued employee costs		37.1
Construction advances		40.5
Deferred revenue		66.2
Other current liabilities		7.8
Long-term debt		535.1
Deemed landlord financing		303.0
Operating lease liabilities		1,402.3
Other long-term liabilities		32.2
Deferred tax liabilities		143.7
Net assets acquired		2,485.5
Goodwill allocated to other business units		563.4
Total purchase price and consideration transferred in the merger		$	3,048.9

Supplemental Pro-Forma Information (Unaudited)


	Year Ended December 31,
	2021
	(in millions)
Net revenues	$	3,276.4
Net income	$	72.3

Supplemental Information of Operating Results

The following table presents net revenues and net loss attributable to Topgolf included in our consolidated statements of operations for the year ended December 31, 2021 (in millions):


	Year Ended December 31,
	2021
Net revenues	$	1,087.6
Net loss	$	(29.6)

Income Taxes - Net Operating Losses Carryforwards Expire (Details) $ in Millions	Dec. 31, 2023 USD ($)
Operating Loss Carryforwards [Line Items]
U.S. interest expense carryforwards	$ 49.9
Operating loss carryforwards	389.3
U.S. Federal
Operating Loss Carryforwards [Line Items]
U.S. loss carryforwards - definite lived	14.7
U.S. loss carryforwards - indefinite lived	179.2
U.S. interest expense carryforwards	49.9
Foreign Tax Authority \| Germany
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	110.8
Foreign Tax Authority \| United Kingdom
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 84.6

Goodwill and Intangible Assets - Intangible Assets by Major Asset Class (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets, Net [Abstract]
Accumulated amortization	$ (93.9)	$ (79.8)
Net book value	74.2
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Gross	1,627.4	1,619.2	$ 1,612.1
Acquisitions	8.2	7.1
Accumulated amortization	(93.9)	(79.8)
Foreign currency translation and other	(28.0)	(35.7)
Net book value	1,505.5	1,503.7
Tradename and Trademarks
Indefinite-lived Intangible Assets [Line Items]
Gross	1,443.8	1,441.0	1,441.0
Acquisitions	2.8	0.0
Foreign currency translation and other	(22.0)	(28.3)
Net book value	1,421.8	1,412.7
Liquor Licenses
Indefinite-lived Intangible Assets [Line Items]
Gross	9.5	8.9	7.7
Acquisitions	0.6	1.2
Foreign currency translation and other	0.0	0.0
Net book value	9.5	8.9
Patents
Finite-Lived Intangible Assets, Net [Abstract]
Gross	32.3	32.2	32.0
Acquisitions	0.1	0.2
Accumulated amortization	(31.9)	(31.8)
Foreign currency translation and other	0.0	0.0
Net book value	0.4	0.4
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	$ (31.9)	(31.8)
Patents \| Minimum
Finite-Lived Intangible Assets [Line Items]
Useful life	2 years
Patents \| Maximum
Finite-Lived Intangible Assets [Line Items]
Useful life	16 years
Customer/ Distributor Relationships and Other
Finite-Lived Intangible Assets, Net [Abstract]
Gross	$ 72.1	67.4	61.7
Acquisitions	4.7	5.7
Accumulated amortization	(43.1)	(35.8)
Foreign currency translation and other	(3.5)	(4.2)
Net book value	25.5	27.4
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	$ (43.1)	(35.8)
Customer/ Distributor Relationships and Other \| Minimum
Finite-Lived Intangible Assets [Line Items]
Useful life	1 year
Customer/ Distributor Relationships and Other \| Maximum
Finite-Lived Intangible Assets [Line Items]
Useful life	10 years
Developed Technology
Finite-Lived Intangible Assets [Line Items]
Useful life	10 years
Finite-Lived Intangible Assets, Net [Abstract]
Gross	$ 69.7	69.7	$ 69.7
Acquisitions	0.0	0.0
Accumulated amortization	(18.9)	(12.2)
Foreign currency translation and other	(2.5)	(3.2)
Net book value	48.3	54.3
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated amortization	$ (18.9)	$ (12.2)

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

Our income before income taxes was subject to taxes in the following jurisdictions for the following periods (in millions):


	Years Ended December 31,
	2023		2022		2021
United States	$	3.5	$	97.8	$	295.3
Foreign	31.3		44.1		55.3
Total	$	34.8	$	141.9	$	350.6

The provision (benefit) for income taxes is comprised of (in millions):


	Years Ended December 31,
	2023		2022		2021
Current tax provision:
Federal	$	7.0	$	9.8	$	2.9
State	7.1		5.7		2.3
Foreign	6.8		6.4		14.6
	20.9		21.9		19.8
Deferred tax provision (benefit):
Federal	(36.3)		(42.6)		11.0
State	(37.0)		7.9		7.2
Foreign	(7.8)		(3.2)		(9.4)
	(81.1)		(37.9)		8.8
Income tax (benefit) provision	$	(60.2)	$	(16.0)	$	28.6

As described below, the most significant item impacting our tax provision in 2023 is the release of valuation allowances which were recorded on our U.S. deferred tax assets as a result of the merger with Topgolf. This created a large deferred tax benefit recorded to tax provision in 2023.

Significant components of our deferred tax assets and liabilities as of December 31, 2023 and 2022 are as follows (in millions):


	December 31,
	2023		2022
Deferred tax assets:
Operating loss carryforwards	$	132.3	$	135.9
Tax credit carryforwards	58.7		57.3
ASC Topic 842 lease liability	461.1		441.6
Deemed landlord financing	252.3		167.5
Other	103.9		90.3
Total deferred tax assets	1,008.3		892.6
Valuation allowance for deferred tax assets	(47.7)		(100.2)
Deferred tax assets, net of valuation allowance	960.6		792.4

Deferred tax liabilities:
Basis difference related to fixed assets	(209.9)		(146.6)
Basis difference related to intangible assets with an indefinite life	(337.1)		(332.4)
ASC Topic 842 ROU assets	(425.3)		(414.7)
Other	(9.3)		(0.1)
Total deferred tax liabilities	(981.6)		(893.8)
Net deferred tax assets (liabilities) are shown on the accompanying consolidated balance sheets as follows:
Non-current deferred tax assets	15.7		16.1
Non-current deferred tax liabilities	(36.7)		(117.5)
Deferred tax liabilities, net	$	(21.0)	$	(101.4)

The net change in net deferred taxes in 2023 of $80.4 million is primarily comprised of the release of valuation allowances on our U.S. deferred tax assets.

Deferred tax assets and liabilities result from temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are anticipated to be in effect at the time the differences are expected to reverse. The realization of the deferred tax assets, including loss and credit carry forwards, is subject to our generating sufficient taxable income during the periods in which the temporary differences become realizable. In accordance with the applicable accounting rules, we maintain a valuation allowance for a deferred tax asset when it is deemed to be more likely than not that some or all of the deferred tax assets will not be realized. In evaluating whether a valuation allowance is required under such rules, we consider all available positive and negative evidence, including prior operating results, the nature and reason for any losses, our forecast of future taxable income, and the dates on which any deferred tax assets are expected to expire. These assumptions require a significant amount of judgment, including estimates of future taxable income. These estimates are based on our best judgment at the time made based on current and projected circumstances and conditions.

During the first quarter of fiscal year 2021, we established a significant valuation allowance on our U.S. deferred tax assets as we were in a cumulative loss position immediately following the merger with Topgolf. During the second quarter of 2023, pursuant to an analysis of all positive and negative evidence, we determined that the majority of our U.S. deferred tax assets were more likely than not to be realized and reversed $50.8 million of the valuation allowance against those deferred tax assets. The remaining valuation allowance on our U.S. deferred tax assets primarily relates to state net operating loss carryforwards and credits that we estimate may not be able to be utilized in future periods. With respect to non-U.S. entities, valuation allowances have been recorded against certain tax attributes for which management believes it is not more likely than not that they will be realized. It is possible that within the next 12 months sufficient positive evidence may become available to allow us to reach a conclusion that a portion of the valuation allowance attributable to non-US entities will no longer be needed, which would result in a non-cash tax benefit.


U.S. foreign tax credit	$	2.2	2028-2033
U.S. business tax credits	$	44.4	2030-2043
State business tax credits - indefinite lived	$	29.4	Do not expire
State business tax credits - definite lived	$	4.3	2032-2047


U.S. loss carryforwards - definite lived	$	14.7	2028-2037
U.S. loss carryforwards - indefinite lived	$	179.2	Do not expire
U.S. interest expense carryforwards	$	49.9	Do not expire
Germany loss carryforwards	$	110.8	Do not expire
United Kingdom loss carryforwards	$	84.6	Do not expire

Our ability to utilize the NOLs and credits to offset future taxable income may be deferred or limited significantly if we were to experience an “ownership change” as defined in Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”). In general, an ownership change will occur if there is a cumulative change in ownership of our stock by “5-percent shareholders” (as defined in the Code) that exceeds 50 percentage points over a rolling three-year period. We determined that an ownership change has occurred for purposes of Section 382 on the date of the Topgolf merger. Topgolf experienced an ownership change in November 2021. As such, all of our federal NOLs and tax credits are limited to an annual Section 382 limitation on the utilization of our tax attributes. This change is not expected to have any material effect on our results of operations or statements of financial position. In addition, Topgolf’s NOLs are presently expected to be subject to “separate return limitation year” limitations. Separate return limitation year NOLs can only be used in years that both the consolidated group and the entity that created such NOLs have taxable income, which may limit our ability to utilize Topgolf’s NOLs in the future. Therefore, our ability to utilize Topgolf tax attributes to offset future taxable income may be deferred or limited significantly.

A reconciliation of the effective tax rate on income or loss and the statutory tax rate is as follows:


	Years Ended December 31,
	2023		2022		2021
Statutory U.S. tax rate	21.0	%	21.0	%	21.0	%
State income taxes, net of U.S. tax benefit	(67.7)	%	7.1	%	2.1	%
Foreign income taxed at other than U.S. statutory rate	(26.0)	%	(8.9)	%	(3.3)	%
Federal tax credits	(46.6)	%	(8.7)	%	(2.0)	%

Revaluation of Company stock attributable to Topgolf merger	—	%	—	%	(15.1)	%
Other non-deductible expenses	6.0	%	1.0	%	0.7	%
Non-deductible compensation	17.9	%	4.5	%	1.4	%
U.S. Foreign tax inclusion	0.4	%	1.0	%	0.5	%
Foreign derived intangible income deduction	(7.5)	%	(3.0)	%	(2.1)	%
Stock compensation excess tax benefits	—	%	—	%	(1.6)	%
Impact of uncertain tax positions	8.5	%	(0.8)	%	(2.2)	%
Change in deferred tax valuation allowance	(88.5)	%	(23.0)	%	7.8	%
Withholding tax impacts on foreign subsidiaries	5.5	%	—	%	—	%
Other	4.3	%	(1.5)	%	1.0	%
Effective tax rate	(172.7)	%	(11.3)	%	8.2	%

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in millions):


	2023		2022		2021
Balance at January 1	$	26.2	$	26.6	$	28.3
Additions based on tax positions related to the current year	1.8		1.7		1.7
Additions for tax positions of prior years	2.0		1.2		0.5
Reductions for tax positions of prior years	—		(1.5)		(0.9)
Settlement of tax audits	—		—		(2.7)
Current year acquisitions	—		—		6.7
Reductions due to lapsed statute of limitations	(0.7)		(1.8)		(7.0)
Balance at December 31	$	29.3	$	26.2	$	26.6

As of December 31, 2023, the gross liability for income taxes associated with uncertain tax benefits was $29.3 million. This liability could be reduced by $5.1 million of offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments, which was recorded as a long-term income tax receivable, as well as $8.1 million of deferred taxes. The net amount of $16.1 million, if recognized, would affect our financial statements and favorably affect our effective income tax rate.

We expect the unrecognized tax benefit liabilities to decrease approximately $3.6 million during the next 12 months.

We recognize interest and/or penalties related to income tax matters in income tax provision. We recognized a tax benefit of $0.1 million, $0.3 million, and $0.6 million, for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023 and 2022, the gross amount of accrued interest and penalties included in income taxes payable in the accompanying consolidated balance sheets were each $2.9 million.


Major Tax Jurisdiction						Years No Longer Subject to Audit
U.S. Federal						2010 and prior

Germany						2013 and prior
Japan						2017 and prior
South Korea						2021 and prior
United Kingdom						2018 and prior

As of December 31, 2023, we had $177.2 million of undistributed foreign earnings and profits. Pursuant to the Tax Act, our undistributed foreign earnings and profits were deemed repatriated as of December 31, 2017 and subsequent foreign profits are not expected to be subject to U.S. income tax upon repatriation. We have not provided deferred tax liabilities for foreign withholding taxes and certain state income taxes on the undistributed earnings and profits from certain non-U.S. subsidiaries that will be permanently reinvested outside the United States and expects the net impact of any future repatriations of permanently reinvested earnings on our overall tax liability to be insignificant. For jurisdictions in which we are not permanently reinvested, we have estimated and accrued $3.3 million for the net impact on our overall tax liability.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Derivatives and Hedging - Summary of Fair Value of Derivative Instruments by Contract Type and Location of Asset and/or Liability on Consolidated Condensed Balance Sheets (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset including not subject to matter netting arrangement	$ 5.4	$ 7.4
Derivative liability, fair value, gross liability including not subject to master netting arrangement	7.1	5.4
Not Designated as Hedging Instrument \| Other current assets
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset including not subject to matter netting arrangement	0.2	0.1
Not Designated as Hedging Instrument \| Foreign currency forward contracts \| Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liability, fair value, gross liability including not subject to master netting arrangement	4.5	2.8
Cash Flow Hedging \| Designated as Hedging Instrument
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset including not subject to matter netting arrangement	5.2	7.3
Derivative liability, fair value, gross liability including not subject to master netting arrangement	2.6	2.6
Cash Flow Hedging \| Designated as Hedging Instrument \| Foreign currency forward contracts \| Other current assets
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset including not subject to matter netting arrangement	0.0	0.1
Cash Flow Hedging \| Designated as Hedging Instrument \| Foreign currency forward contracts \| Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liability, fair value, gross liability including not subject to master netting arrangement	0.0	2.6
Cash Flow Hedging \| Designated as Hedging Instrument \| Interest rate swap contracts \| Other current assets
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset including not subject to matter netting arrangement	5.2	4.4
Cash Flow Hedging \| Designated as Hedging Instrument \| Interest rate swap contracts \| Other assets, net
Derivatives, Fair Value [Line Items]
Derivative asset, fair value, gross asset including not subject to matter netting arrangement	0.0	2.8
Cash Flow Hedging \| Designated as Hedging Instrument \| Interest rate swap contracts \| Other long-term liabilities
Derivatives, Fair Value [Line Items]
Derivative liability, fair value, gross liability including not subject to master netting arrangement	$ 2.6	$ 0.0

Commitments & Contingencies - Future Purchase Commitments (Details) $ in Millions	Dec. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2024	$ 52.5
2025	37.9
2026	25.1
2027	18.3
2028	11.5
Total minimum obligations	$ 145.3

Capital Stock	12 Months Ended
Capital Stock	Dec. 31, 2023
Equity [Abstract]
Capital Stock	Capital Stock Common Stock and Preferred Stock Holders of our common stock are entitled to one vote for each share of common stock on all matters submitted to a vote of our shareholders. Holders of our preferred stock are not entitled to any voting rights on matters submitted to a vote of our shareholders. Of the authorized shares of our preferred stock, 0.2 million shares are designated as Series A Junior Participating Preferred Stock. Holders of our Series A Junior Participating preferred stock are entitled to 1,000 votes on all matters submitted to a vote of our shareholders. The holders of Series A Junior Participating Preferred Stock and the holders of common stock generally vote together as one class on all matters submitted to a vote of our shareholders. To date, no Series A Junior Participation preferred stock has been issued, therefore there are currently no preferences for the preferred stock. Treasury Stock and Stock Repurchases On May 26, 2022, our Board of Directors authorized a $100.0 million share repurchase program (the “2022 Repurchase Program”) under which we are authorized to repurchase shares of our common stock in the open market or in private transactions, subject to our assessment of market conditions and repurchase opportunities, and in accordance with the terms and conditions of our New ABL Facility and other long-term debt facilities. The 2022 Repurchase Program does not require that a specific number of shares be acquired and will remain in effect until the program is completed or terminated by the Board of Directors. During the year ended December 31, 2023, we repurchased 2.9 million shares of our common stock at an average price per share of $16.37, for a total cost of $46.3 million, excluding commissions, under the 2022 Repurchase Program. Repurchases made under our repurchase programs are made in accordance with the terms and conditions of our New ABL Facility and other long-term debt, which limit the amount of stock that can be repurchased. In addition to the aforementioned repurchase program, we treat shares withheld for tax purposes on behalf of our employees in connection with the vesting and settlement of employee RSUs and PRSUs as common stock repurchases because they reduce the number of shares that would have been issued to the employee upon vesting. These withheld shares of common stock are not considered to be repurchases under the share repurchase program. During the years ended December 31, 2023, 2022, and 2021 we withheld 0.4 million, 0.5 million, and 0.4 million shares of our common stock to satisfy employee payroll tax withholding obligations of $9.3 million, $10.9 million, and $13.5 million, respectively, related to the vesting and settlement of restricted stock unit and performance share unit awards. Repurchases of shares of our own common stock are recorded at cost and are a reduction of shareholders’ equity.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Selected Financial Data (Details) - USD ($) $ in Millions	12 Months Ended
Selected Financial Data (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Inventories:
Finished goods	$ 623.1	$ 770.1
Work in process	1.4	1.2
Raw materials	163.7	181.5
Food and beverage	6.2	6.4
Total inventories	794.4	959.2
Other current assets:
Credit card receivables	76.9	40.1
Sales return reserve cost recovery asset	25.7	25.5
VAT/Sales tax receivable	6.6	17.2
Leasing receivables	26.9	17.5
Hedging contract receivables	$ 5.4	$ 4.6
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration]	Total other current assets	Total other current assets
Other current assets	$ 41.6	$ 31.1
Total other current assets	183.1	136.0
Property, plant and equipment, net:
Land	185.2	160.4
Buildings and leasehold improvements	1,603.9	1,196.7
Machinery and equipment	289.8	248.8
Furniture, computer hardware and equipment	380.0	299.1
Internal-use software	136.2	109.9
Production molds	10.0	9.1
Construction-in-process	210.3	271.6
Total property, plant, and equipment, gross	2,815.4	2,295.6
Less: Accumulated depreciation	658.9	486.0
Total property, plant, and equipment, net	2,156.5	1,809.6
Depreciation	225.6	177.6	$ 142.8
Accounts payable and accrued expenses:
Accounts payable	130.7	159.1
Accrued expenses	202.1	160.9
Accrued inventory	147.7	260.0
Total accounts payable and accrued expenses	$ 480.5	$ 580.0
Minimum
Property, plant and equipment, net:
Property, plant and equipment, useful life	2 years
Maximum
Property, plant and equipment, net:
Property, plant and equipment, useful life	40 years
Buildings and leasehold improvements \| Minimum
Property, plant and equipment, net:
Property, plant and equipment, useful life	3 years
Buildings and leasehold improvements \| Maximum
Property, plant and equipment, net:
Property, plant and equipment, useful life	40 years
Machinery and equipment \| Minimum
Property, plant and equipment, net:
Property, plant and equipment, useful life	2 years
Machinery and equipment \| Maximum
Property, plant and equipment, net:
Property, plant and equipment, useful life	10 years
Furniture, computer hardware and equipment \| Minimum
Property, plant and equipment, net:
Property, plant and equipment, useful life	3 years
Furniture, computer hardware and equipment \| Maximum
Property, plant and equipment, net:
Property, plant and equipment, useful life	5 years
Internal-use software \| Minimum
Property, plant and equipment, net:
Property, plant and equipment, useful life	3 years
Internal-use software \| Maximum
Property, plant and equipment, net:
Property, plant and equipment, useful life	5 years
Production molds \| Minimum
Property, plant and equipment, net:
Property, plant and equipment, useful life	2 years
Production molds \| Maximum
Property, plant and equipment, net:
Property, plant and equipment, useful life	5 years

Leases - Other Information Related to Leases (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 156.4	$ 157.0	$ 123.6
Financing cash flows from finance leases	2.8	2.7	0.8
Lease liabilities arising from new ROU assets:
Operating leases	$ 83.5	$ 51.9	19.6
Weighted average remaining lease term (years):
Operating leases	15 years 10 months 24 days	16 years 7 months 6 days
Weighted average discount rate:
Operating leases	5.80%	5.60%
Finance Leases
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from finance leases	$ 8.5	$ 5.2	2.8
Financing cash flows from finance leases	2.8	2.7	0.8
Lease liabilities arising from new ROU assets:
Finance leases	$ 27.0	$ 92.0	52.7
Weighted average remaining lease term (years):
Finance leases	36 years 9 months 18 days	36 years 6 months
Weighted average discount rate:
Finance leases	6.30%	6.10%
DLF obligations
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from finance leases	$ 54.6	$ 36.9	17.7
Financing cash flows from finance leases	6.9	4.8	0.0
Lease liabilities arising from new ROU assets:
Finance leases	311.3	193.8	171.4
Finance lease liability, third-party contributions	$ 60.6	$ 30.6	37.7
Weighted average remaining lease term (years):
Finance leases	38 years 1 month 6 days	38 years 6 months
Weighted average discount rate:
Finance leases	10.00%	8.80%
DLF obligations \| Previously Reported
Lease liabilities arising from new ROU assets:
Finance lease liability, third-party contributions		$ 163.2	$ 107.1

Financing Arrangements - U.S. Asset-Based Revolving Credit Facility Table Summary (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Debt Disclosure [Abstract]
Average borrowings	$ 104.9	$ 101.9	$ 20.3
Average availability	$ 354.6	$ 253.0	$ 295.3
Weighted average interest rate	5.88%	4.01%	3.04%

Commitments & Contingencies (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Future Purchase Commitments

As of December 31, 2023, the minimum obligation that we are required to pay under these agreements over the next five years as follows (in millions):


2024	$	52.5
2025	37.9
2026	25.1
2027	18.3
2028	11.5

Total minimum obligations	$	145.3

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Topgolf Callaway Brands. All intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosures. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances at that time. We evaluate our estimates on an ongoing basis to ensure that these estimates appropriately reflect changes in our business or as new information becomes available. Actual results may differ from our estimates.

Revenue Recognition

Product Revenue

Product revenue is comprised of golf clubs, golf balls, golf apparel, lifestyle and outdoor apparel, and gear and accessories which are sold to on- and off-course golf shops and national retail stores, and directly to consumers through our e-commerce business and at our apparel retail and venue locations. We recognize revenue from the sale of products when we satisfy a performance obligation to a customer and transfer control of the products ordered to the customer. Control transfers when products are shipped, and in certain cases, when products are received by customers. In addition, we recognize revenue at the point of sale on transactions with consumers through our e-commerce business and at our retail locations and retail shops within Topgolf venues. Sales taxes, value added taxes and other taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. We account for shipping and handling as activities to fulfill the promise to transfer the good. Therefore, shipping and handling fees that are billed to customers are recognized in revenue and the associated shipping and handling costs are recognized in cost of products as soon as control of the goods transfers to the customer.

We license our trademarks and service marks to third parties for use on products such as golf apparel and footwear, practice aids and other golf accessories in exchange for a royalty fee. Royalty income is recognized over time as underlying product sales occur, subject to certain minimum royalties, in accordance with the related licensing arrangements.

We sell gift cards for our products which do not have an expiration date. Revenues from gift cards are deferred and recognized when redeemed, which generally occurs within a 12-month period from the date of purchase. We recognize revenue from unredeemed gift cards and game credits when the likelihood of redemption becomes remote (“breakage”) and under circumstances that comply with any applicable state escheatment laws. To determine when redemption is remote, we perform an aging analysis of unredeemed cards and game credits and compare that information with historical redemption trends. We use this historical redemption rate to recognize breakage over the redemption period. We do not believe there is a reasonable likelihood that there will be a material change in future estimates or assumptions used to determine the timing of recognition of revenue from gift cards and game credits.

Service Revenue

Service revenue is primarily comprised of revenue from the operation of our Topgolf venues which consists of revenues from food and beverage sales, event deposits, gameplay and membership fees, game credit purchases, and gift cards. In addition, we also recognize services revenues related to gift card redemptions, sponsorship contracts, franchise fees with international development partners, leasing revenue, our WGT digital golf game and non-refundable deposits for venue reservations.

Food and beverage revenue and fees charged for gameplay is recognized at the time of sale. Event deposits received from guests attributable to food and beverage purchases as well as gameplay are deferred and recognized as revenue when the event is held. All sales taxes collected from guests are excluded from revenue and are remitted to the appropriate taxing authorities. Premium membership fees received from guests are deferred and recognized as revenue over the life of the associated membership, which is one year or less.

We enter into sponsorship contracts that provide advertising opportunities to market to Topgolf guests in the form of custom displays, lobby displays, digital and print posters and other advertising at Topgolf venues and on Topgolf websites. Sponsorship contracts are typically for a fixed price over a period of one to five years and revenue is generally recognized ratably over the contract period unless there is a different predominate pattern of performance.

We enter into international development agreements that grant franchise partners the right to develop, open and operate a certain number of venues within a particular geographic area. The franchise partner may be required to pay a territory fee upon entering into a development agreement and a franchise fee for each developed venue. The franchisee will also pay ongoing royalty fees based upon a percentage of sales. Franchise fees for each venue are recognized over the franchise term, up to a maximum of 40 years, including renewal options, per the respective franchise agreement. Revenue from sales-based royalties is recognized as the related sales occur.

We recognize licensing and royalty income on non-cancelable sales-type leases and operating lease agreements for Toptracer installations and Swing Suite licensing agreements at Topgolf. See Note 6 for further discussion of leasing revenue.

Our WGT digital golf game is a service that allows players free gameplay via web and/or mobile gaming platforms. Players can also purchase virtual currency within the game to use towards virtual goods, which enhance the gameplay experience. Revenues from purchases of virtual currency are deferred and recognized as revenue over the average life of a player, which is determined using historical trends and gameplay activity patterns.

We sell gift cards for our services which may be utilized for gameplay and other services at our venues. We recognize service revenue for gift cards sold in a manner consistent with the recognition of gift card revenue for products.

Variable Consideration

We offer certain discounts and promotions on our products and services. The amount of revenue we recognize is based on the amount of consideration we expect to receive from customers. The amount of consideration is the sales price adjusted for estimates of variable consideration, including sales returns, discounts and allowances, as well as sales programs, sales promotions and price concessions that we offer, as further described below. These estimates are based on the amounts earned or expected to be claimed by customers on the related sales and are therefore recorded to the respective net revenue, trade accounts receivable, and/or sales program liability.

We record a sales return liability as a reduction of sales and cost of products and accounts receivable in the period when the related sales are recorded. Sales returns are estimated based upon historical returns, current economic trends, changes in customer demands and sell-through of products. We also offer certain customers sales programs that allow for specific returns. The cost recovery of inventory associated with this reserve is recorded in other current assets on our consolidated balance sheet. Historically, actual sales returns have not been materially different from our estimates.

Our primary product sales program, the “Preferred Retailer Program,” offers potential rebates and discounts for participating retailers in exchange for providing certain benefits to us including the maintenance of agreed upon inventory levels, prime product placement and retailer staff training. As part of this program, qualifying retailers can earn either discounts or rebates based on the amount of product purchased. Discounts are applied and recorded at the time of sale. For rebates, we estimate the amount of variable consideration related to the rebate at the time of sale based on the customer’s estimated qualifying current year product purchases. The estimate is based on the historical level of qualifying purchases, adjusted for any factors expected to affect current year purchases. The estimated year-end rebate is adjusted quarterly based on actual qualifying purchases, as necessary. The Preferred Retailer Program is generally short-term in nature and the actual amount of rebate to be paid under this program is known as of the end of the year and paid to customers shortly after year-end. Historically, the actual amount of variable consideration related to our Preferred Retailer Program has not been materially different from our estimates.

We also offer short-term sales program incentives related to product sales, which include sell-through promotions and price concessions or price reductions. Sell-through promotions are generally offered throughout the product’s life cycle of approximately two years, and price concessions or price reductions are generally offered at the end of the product’s life cycle. The estimated variable consideration related to these programs is based on a rate that includes historical and forecasted data. We record a reduction to product revenues using this rate at the time of the sale. We monitor this rate against actual results and forecasted estimates and adjust the rate as deemed necessary to reflect the amount of consideration we expect to receive from our customers. There have been no material changes to the rate during the years ended December 31, 2023, 2022 and 2021, and historically, the actual amount of variable consideration related to these sales programs has not been materially different from our estimates.

Product Warranty

We have a stated two-year warranty policy for our golf clubs and certain Jack Wolfskin gear, as well as a limited lifetime warranty for our OGIO line of products. We accrue the estimated cost of satisfying future warranty claims at the time the sale is recorded. Our estimates for calculating the warranty reserve are principally based on assumptions regarding the warranty costs of each product line over the expected warranty period. In estimating our future warranty obligations, we consider various relevant factors, including our stated warranty policies and practices, the historical frequency of claims, and the replacement or repair costs of products under warranty. Our warranty reserve amounts as of the years ended December 31, 2023 and 2022 were $12.7 million and $10.6 million, respectively.

Cost of Products

Cost of products is comprised primarily of variable costs that fluctuate with sales volumes, including raw materials for soft good and golf equipment products, golf equipment component costs, and merchandise costs for retail product sales at our Topgolf venues. Cost of products also includes direct labor and manufacturing overhead, inbound freight, duties, shipping charges, and fixed overhead expenses. Fixed overhead expenses are comprised of warehousing costs, indirect labor, and supplies, as well as depreciation expense associated with assets used to manufacture and distribute products. In addition, cost of products also includes adjustments to reflect inventory at its net realizable value, as well as adjustments for obsolescence and product warranties.

Cost of Services, Excluding Depreciation and Amortization

Cost of services primarily consists of costs related to food and beverage sold at Topgolf venues and transaction fees related to in-app purchases within our WGT digital golf game. In addition, cost of services includes costs associated with Topgolf’s Toptracer license agreements that are primarily classified as sales-type leases. Food and beverage costs are variable by nature, change with sales volume, and are impacted by product mix and commodity pricing. Cost of services excludes employee costs as well as depreciation and amortization.

Other Venue Expenses

Other venue expenses primarily consist of employee costs that directly support venue operations, rent and occupancy costs, property taxes, depreciation associated with venues, supplies, credit card fees and marketing expenses. Other venue expenses include both fixed and variable components and therefore do not directly correlate with revenue.

Venue Pre-Opening Costs

Venue pre-opening costs primarily include costs associated with activities prior to the opening of a new Company-operated Topgolf venue and primarily consist of labor, rent, occupancy costs, travel and marketing expenses. Pre-opening costs fluctuate based on the timing, size and location of new Company-operated venues.

Selling, General and Administrative Expenses (SG&A)

SG&A expenses are comprised primarily of employee costs, advertising and promotional expense, legal and professional fees, tour expenses, travel expenses, building and rent expenses, depreciation charges (excluding those related to manufacturing, distribution and venue operations), amortization of intangible assets, and other miscellaneous expenses.

Advertising Costs

Our primary advertising costs include television, print, internet, and media placement. Our policy is to expense advertising costs, including production costs, as incurred. Advertising costs for the years ended December 31, 2023, 2022 and 2021 were $120.3 million, $116.1 million and $108.4 million, respectively, and are recognized within SG&A expenses on the accompanying consolidated statements of operations.

Research and Development Expenses

Research and development expenses are comprised of costs to design, develop, test or significantly improve our products and technology and primarily include employee costs of personnel engaged in research and development activities, research costs and depreciation expense.

Cash, Cash Equivalents and Restricted Cash

Cash equivalents are highly liquid investments purchased with original maturities of three months or less. As of December 31, 2023, restricted cash was primarily comprised of deposits associated with gift cards as required under certain statutory mandates. As of December 31, 2022, restricted cash was primarily comprised of escrowed funds related to a land purchase of approximately $18.3 million, which closed in January 2023. Long-term restricted cash is included in other assets on the accompanying consolidated balance sheets as of December 31, 2023 and 2022. The following is a summary of our cash, cash equivalents and restricted cash (in millions):


	Year Ended December 31,
	2023		2022
Cash and cash equivalents	$	393.5	$	180.2
Restricted cash, short-term	0.8		19.1
Restricted cash, long-term	4.5		4.1
Total	$	398.8	$	203.4

Allowance for Estimated Credit Losses

We record an allowance for estimated credit losses based upon historical bad debts, current customer receivable balances, age of customer receivable balances and the customers’ financial condition, all of which are subject to change. Additionally, we monitor activity and consider future reasonable and supportable forecasts of economic conditions to adjust all general and customer specific reserve percentages as necessary. Amounts recorded for estimated credit losses are written-off when they are determined to be uncollectible.

Inventories

We record inventory at the lower of cost or net realizable value, which includes a reserve for excess, obsolete and/or unmarketable inventory. This reserve is regularly assessed based on current inventory levels, sales and historical trends, as well as management’s estimates of market conditions and forecasts of future product demand, all of which are subject to change. We utilize the standard costing method, determined on the first-in, first-out basis, for our golf equipment inventory and soft goods inventory sold under the TravisMathew, OGIO, Callaway and Jack Wolfskin brands. Golf equipment inventory, which is directly manufactured by us, includes finished goods, raw materials, labor and manufacturing overhead costs and work in process. Inventory for our soft goods product lines, which are manufactured by third-party contractors, primarily include finished goods. Toptracer hardware and software, food and beverage products and Topgolf-specific retail merchandise inventories are stated at weighted-average cost.

Property, Plant and Equipment

Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is recognized on a straight-line basis over the estimated useful lives of the related assets, which generally range from two years to 40 years. Normal repairs and maintenance costs are expensed as incurred. Costs that materially increase value, change capacities, or extend the useful lives of property, plant or equipment are capitalized. Construction-in-process consists primarily of costs associated with building improvements, machinery and equipment and venues under construction that have not yet been placed into service, production molds, and in-process internal-use software. When property, plant or equipment is retired or disposed, the related costs and accumulated depreciation are removed from the accounts and any resulting gain or loss on disposition is recognized in earnings in the period in which the disposition occurred. See Note 11 for further detail regarding our property, plant and equipment.

Internal Use Software and Cloud Computing Arrangements

We capitalize certain costs related to computer software obtained or developed for internal use. All direct external costs and internal direct labor costs incurred during the application development stage are capitalized and depreciated on a straight-line basis over the estimated useful life of the software. Costs incurred during the preliminary project stage, as well as maintenance, training, and data conversion costs are expensed as incurred. Costs incurred to establish the technological feasibility of software to be sold, leased, or otherwise marketed are expensed as incurred and recorded in research and development expense. Once technological feasibility is established, costs are capitalized until the product is available for general use, and depreciated over the estimated useful life of the software.

We enter into cloud-based software hosting arrangements to access and use third-party software in support of our operations. As part of these arrangements, we may incur implementation costs related to the integration, configuration, or customization of the hosted third-party software. We assess these arrangements to determine whether the contract meets the definition of a service contract or internal-use software. For hosting arrangements that meet the definition of a service contract, we capitalize eligible implementation costs and amortize these costs on a straight-line basis over the fixed, non-cancellable term of contract, plus any renewal periods that are reasonably certain at that time.

As of December 31, 2023 and 2022, we had $18.7 million and $5.2 million, respectively, of capitalized implementation costs, net of amortization, related to cloud computing arrangements, which are included in other assets on our consolidated balance sheet. During the year ended December 31, 2023, we amortized $0.7 million related to the implementation costs of these cloud computing arrangements, which are recognized as computer software expenses within selling, general and administrative expenses on our consolidated statements of operations. During the years ended December 31, 2022 and 2021, there were no costs recognized related to the implementation of these cloud computing arrangements due to the timing of when these projects were placed into service.

Leases

We lease office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel businesses in Japan and Korea. Certain real estate leases include one or more options to extend the lease term, options to purchase the leased property at our sole discretion, or escalation clauses that increase the rent payments over the lease term. When deemed reasonably certain of exercise, the extension and purchase options are included in the determination of the lease term and lease payment obligation, respectively. The depreciable life of machinery and equipment and/or any leasehold improvements that are associated with each lease are limited to the expected lease term unless there is a transfer of title or purchase option which is reasonably certain of exercise. In some instances, certain leases may require an additional contingent rent payment based on a percentage of total gross sales which are greater than a specified amount stated in the lease agreement. We recognize these additional contingent payments as rent expense when it is probable that sales thresholds will be reached. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Operating and Financing Leases

We determine if an arrangement is a lease, or contains a lease, at the inception of the arrangement. If we determine that an arrangement is a lease or contains a lease that is for a term of one year or longer, a right-of-use (“ROU”) asset representing the right to use the underlying asset during the lease term, and a lease liability representing the obligation to make lease payments that arise from the lease are recognized as either an operating or financing lease on our consolidated balance sheet. ROU assets and liabilities are recognized at the commencement date of the lease and are based on the present value of lease payments over the lease term. When readily determinable, we use the rate implicit in the lease agreement in determining the present value of minimum lease payments for the particular lease. If the implicit rate for the lease is not provided, we use our incremental borrowing rate, which represents a rate we would incur to borrow an amount on a collateralized basis equal to the lease payments over a similar term and under similar economic conditions, and is based on information available at the lease commencement date, including the lease term. At the commencement of a lease, the ROU asset is measured by taking the sum of the present value of the lease liability and any initial direct costs and/or prepaid lease payments, and deducting any lease incentives. The amortization of operating lease ROU assets and the interest accretion on the operating lease liabilities are recognized as a single straight-line lease expense over the lease term. Financing lease ROU assets are amortized on a straight-line basis over the lease term, and financing lease liabilities are measured using the effective interest rate method, with the interest accretion portion recognized in interest expense. Lease agreements related to properties are generally comprised of both lease and non-lease components. Non-lease components, which include items such as common area maintenance charges, property taxes and insurance, are expensed as incurred and are recognized separately from the straight-line lease expense.

Variable lease payments that do not depend on an index or rate, such as rental payments based on a percentage of retail revenue over contractual levels, are separately expensed as incurred, and are not included in the measurement of the ROU asset and lease liability. Variable lease payments that depend on an index or rate, such as rates that are adjusted periodically for inflation, are included in the initial measurement of the ROU asset and lease liability and are recognized on a straight-line basis over the lease term.

Deemed Landlord Financing (“DLF”) Obligations

We enter into deemed landlord financing (“DLF”) agreements to finance certain Company-operated Topgolf venues. We work with third-party developers or real estate financing partners to acquire rights to land and fund the construction associated with certain venues under build-to-suit arrangements. In certain instances we fund a portion of the construction ourselves, and in other instances we fund all of the construction. In certain build-to-suit arrangements, we are deemed to have control of the underlying assets under construction and are therefore considered the accounting owner of these assets. At the end of the construction period, we complete a sale-leaseback assessment to determine if control has transferred to the financing partner. If the sale-leaseback criteria are not met and it is determined that control has not been transferred to the financing partner, we reverse the accumulated construction advance recognized during the construction phase and record a DLF obligation, and the costs accumulated in property, plant and equipment associated with the construction of the building are capitalized and placed into service. When we acquire land directly or finance the venue construction ourselves, we may enter into arrangements to sell the assets and lease them back from a financing partner. In these cases, if control is not transferred upon the closing of the transaction and the commencement of the subsequent leaseback, we record a DLF obligation associated with the cash proceeds. Buildings or other assets capitalized in conjunction with DLF obligations are depreciated, less their residual value, over the shorter period of the useful life of those assets, or the period of the lease term. In general, buildings are depreciated over a 40-year useful life, which aligns with the lease term including renewal periods we are reasonably certain to exercise. DLF lease obligations are measured using the effective interest rate method, with the periodic interest accretion recognized in interest expense. The interest rate used on DLF lease obligations is generally the rate that is implied within the lease.

Sales-Type Leases

With respect to our Toptracer and Swing Suite operations, we enter into non-cancelable license agreements that provide the customer the right to use a distinct bundle of highly interrelated Company-owned software and hardware products for a specified period, generally ranging from three to five years. We perform an assessment of the lease classification upon commencement of the agreement, which generally results in the license agreements being classified as sales-type leases. If the assessment does not result in a sales-type lease classification, the lease will be classified as an operating lease. Upon commencement of these sales-type leases, revenue is recognized for the software and hardware as a single component, and a leasing receivable is recorded consisting of the present value of payments over the non-cancelable term. Interest income on the leasing receivable is recognized over the term of the lease. We manage our risk on our sales-type leases through the pricing and terms of the leases. Any equipment returned to us as a result of a lease cancellation may be leased or sold to other customers, therefore risk associated with our sales-type leases is considered minimal.

Business Combinations

We allocate the purchase consideration to the identifiable assets acquired and liabilities assumed in a business combination based on their acquisition-date fair values. We use our best estimates and assumptions to determine the fair value of tangible and intangible assets acquired and liabilities assumed, as well as the uncertain tax positions and tax-related valuation allowances that are initially recorded in connection with a business combination. These estimates are reevaluated and adjusted, if needed, during the measurement period of up to one year from the acquisition date, and are recorded as adjustments to goodwill. Any adjustments to the acquired assets and liabilities assumed that are identified subsequent to the measurement period are recorded in earnings.

Goodwill and Intangible Assets

Goodwill and acquired intangible assets are recorded in connection with an acquisition or business combination. Goodwill represents the excess of the total consideration paid over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in connection with the acquisition or business combination. Identifiable intangible assets consist of trade names and trademarks, liquor licenses, patents, customer and distributor relationships, and developed technology. Intangible assets that are determined to have definite lives are amortized over their estimated useful lives and are assessed for impairment when indicators are present. Goodwill and intangible assets with indefinite lives are not amortized and are instead assessed for impairment at least annually or more frequently when events or circumstances occur that indicate an impairment may exist. Except for software costs which are determined to be eligible for capitalization, costs related to the development, maintenance or renewal of internally developed intangible assets that are inherent in our continuing business that were not acquired as a part of a business combination or asset acquisition, are expensed as incurred.

Impairments

We assess potential impairments of our long-lived assets, namely property, plant and equipment and ROU assets, and acquired intangible assets that are subject to amortization, such as acquired customer and distributor relationships whenever events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. Events or changes that may necessitate an impairment assessment include a significant change in the extent or manner in which the asset is used, a significant change in legal or business factors that could affect the value of the asset, or a significant decline in the observable market value of an asset, amongst others. If such events or changes indicate a potential impairment, we would assess the recoverability of the asset or asset group by determining if the carrying value of the asset or asset group exceeds the sum of the projected undiscounted cash flows expected to result from the use and eventual disposition of the assets over the remaining economic life of the asset or asset group. If the carrying amount of a long-lived asset or asset group is determined to not be recoverable and exceeds its fair value, an impairment charge would be recognized in the period in which the impairment was determined.

We perform an impairment assessment on our goodwill and indefinite-lived intangible assets at least annually during the fourth quarter of the year, or more frequently when events or circumstances occur that indicate an impairment may exist. These events or circumstances may include macroeconomic conditions, significant changes in the industry or business climate, legal factors, or other operating performance indicators, amongst other things. If an event occurs that indicates an impairment may exist, we may perform a qualitative assessment to determine whether it is more likely than not that goodwill and/or the indefinite-lived intangible asset is impaired. If after the qualitative assessment we determine it is more likely than not that goodwill and/or the indefinite-lived intangible asset is not impaired, no quantitative fair value test is necessary. If after performing the qualitative assessment we conclude it is more likely than not that the fair value of goodwill and/or the indefinite-lived intangible is less than our carrying amount, we will perform a quantitative fair value test to determine the fair value of the asset or reporting unit. To determine fair value, we use discounted cash flow estimates, quoted market prices, royalty rates when available, and independent appraisals and valuation specialists when appropriate. We calculate an impairment as the excess of the carrying value of goodwill and/or other indefinite-lived intangible assets over the estimated fair value of the respective asset. If the carrying value exceeds the estimated fair value of the asset, an impairment charge is recorded in the period in which the impairment was determined.

Investments

We determine the appropriate classification of our investments at the time of acquisition and reevaluate such classification at each balance sheet date. For investments that do not have readily determinable fair values, we have elected to apply the measurement alternative in which these investments are measured at cost and are evaluated for changes in fair value if there is an observable price change as a result of an orderly transaction for an identical or similar investment. We assess investments for impairment whenever events or changes in circumstances indicate that the investment’s carrying value may not be recoverable. In the event that the carrying value of any of our investments exceeds its respective fair value, an impairment charge is recorded in the period in which the impairment was determined. See Note 10 for further information related to our investments.

Foreign Currency Translation and Transactions

A significant portion of our business is conducted outside of the United States in currencies other than the U.S. dollar. As a result, changes in foreign currency exchange rates can have a significant impact on our financial results. Revenues and expenses denominated in foreign currencies are translated using the average exchange rate for the reporting period and assets and liabilities are translated using the end-of-period exchange rates at the balance sheet date. Gains and losses from assets and liabilities denominated in a currency other than the functional currency of the entity in which they reside are recognized during the current period in our statements of operations. Gains and losses from the translation of foreign subsidiary financial statements into U.S. dollars are included in accumulated other comprehensive income or loss.

Derivatives and Hedging

We use foreign currency forward contracts to meet our objectives of minimizing variability in our operating results, including intercompany transactions, which may arise from changes in foreign exchange rates, as well as interest rate swap contracts to minimize our exposure to changes in interest rates. We do not enter into hedging contracts for speculative purposes. Foreign currency forward contracts generally mature within 12 months to 15 months from inception and interest rate swap agreements generally mature within 60 months from inception. Both types of contracts are measured at fair value and recorded as hedging receivables and/or payables on our consolidated balance sheet. Certain of our foreign currency forward contracts and our interest rate swap agreements satisfy the criteria for hedge accounting treatment and are classified as designated cash flow hedges. Changes in the fair value of these designated cash flow hedges are recorded as a component of accumulated other comprehensive income and are released in earnings during the period in which the hedged transaction takes place. Remeasurement gains or losses of derivatives that are not elected for hedge accounting treatment are recognized in earnings immediately in other income/expense.

We would discontinue hedge accounting prospectively (i) if it is determined that the derivative is no longer effective in offsetting changes in the cash flows of a hedged item, (ii) when the derivative expires or is sold, terminated, or exercised, (iii) if it becomes probable that the forecasted transaction being hedged by the derivative will not occur, (iv) if a hedged firm commitment no longer meets the definition of a firm commitment, or (v) if it is determined that designation of the derivative as a hedge instrument is no longer appropriate. We estimate the fair value of our foreign currency forward contracts based on pricing models using current market rates. These contracts are classified under Level 2 of the fair value hierarchy. See Note 17 for further discussion of our financial instruments.

Share-Based Compensation

We may grant restricted stock units (“RSUs”), restricted stock awards (“RSAs”) , performance-based awards, stock options, and other equity-based awards to our officers, employees, consultants and other non-employees who provide services to us under our stock incentive plans. We measure and recognize share-based compensation expense for employees and non-employees based on estimated fair values, net of estimated forfeitures. Estimated forfeitures are based on historical data and forfeiture trends and are revised, if necessary, in subsequent periods if actual forfeitures differ materially from our initial estimates.

RSUs and RSAs (“Restricted Stock”)

The estimated fair value of restricted stock is calculated based on the closing price of our common stock on the date of grant multiplied by the number of granted shares. Compensation expense for restricted stock is recognized on a straight-line basis, net of estimated forfeitures, over a vesting period of three to five years from the date of grant.

Performance Based Restricted Share Unit Awards

We grant performance based restricted share unit awards (“PRSU”) in which the number of shares that may ultimately be issued upon vesting is based on the achievement of specific performance metrics for each award that are measured during a specified performance period, and may range from 0% to 200% of the participant’s target award. PRSU performance measures include adjusted earnings before interest, taxes, depreciation, amortization, stock compensation, non-cash lease amortization expense and non-recurring costs (“Adjusted EBITDA”), earnings per share (“EPS”), adjusted pre-tax income (“APTI”) and total shareholder return (“rTSR”). The performance period for these awards ranges from three to five years from the date of grant. PRSUs based on EBITDA, EPS and APTI are initially valued at the closing price of our stock on the date of grant. PRSUs based on rTSR performance measures, which are based on market conditions, are initially valued using a Monte Carlo simulation which utilizes the stock volatility, dividend yield and a market correlation of our performance as compared to our peer group, and is based on the probable achievement of 100% of the rTSR performance goals as determined on the date of grant. Compensation expense for all PRSUs is recognized, net of estimated forfeitures, on a straight-line basis over a vesting period of three to five years, and is based on the fixed fair value assigned to each of the awards on the date of grant. Over the course of the performance period, compensation expense for PRSUs based on EBITDA, EPS and APTI is adjusted according to the anticipated level of achievement of the specified performance metric over the performance period for the respective award. If the performance goals are not probable of achievement at any time during the performance period, compensation expense related to the respective award is reversed. Compensation expense for rTSR PRSUs is recognized, net of estimated forfeitures, on a straight-line basis over a vesting period of three years, and is based on the fixed grant date fair value assigned on the date of grant, which is not adjusted over the course of the performance period or reversed if achievement is not probable. All awards that do not achieve the minimum cumulative performance threshold over the performance period are forfeited at the end of the specified performance period.

Stock Options

Stock options are granted at exercise prices no less than the closing price of our stock on the date of grant. Outstanding stock options generally vest over a three-year period from the grant date and generally expire up to 10 years after the grant date. We record compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. The model uses various assumptions, including a risk-free interest rate, the expected term of the options, the expected stock price volatility, and the expected dividend yield. Compensation expense for employee stock options is recognized over the vesting term, net of estimated forfeitures. See Note 15 for further discussion of our share-based compensation.

Income Taxes

Current income tax provision or benefit is the amount of income taxes expected to be payable or receivable for the current year. A deferred income tax asset or liability is established for the difference between the tax basis of an asset or liability that will result in taxable or deductible amounts in future years when the reported amount of the asset or liability is recovered or settled. The realization of the deferred tax assets, including loss and credit carry forwards, is subject to our ability to generate sufficient taxable income during the periods in which the temporary differences become realizable. We maintain a valuation allowance for a deferred tax asset when it is deemed to be more likely than not that some or all of the deferred tax assets will not be realized. In evaluating whether a valuation allowance is required under such rules, we consider all available positive and negative evidence, including prior operating results, the nature and reason for any losses, our forecast of future taxable income, and the dates on which any deferred tax assets are expected to expire. These assumptions require a significant amount of judgment, including estimates of future taxable income and are based on our best judgment at the time.

We accrue for the estimated additional amount of taxes for uncertain tax positions if it is deemed to be more likely than not that we would be required to pay such additional taxes. We are required to file federal and state income tax returns in the United States and various other income tax returns in foreign jurisdictions. The preparation of these income tax returns requires us to interpret the applicable tax laws and regulations in effect in such jurisdictions, which could affect the amount of tax we pay. We accrue an amount for our estimate of additional tax liability, including interest and penalties in the income tax provision, for any uncertain tax positions taken or expected to be taken in an income tax return and we review and update our accrual for uncertain tax positions as more definitive information becomes available. Historically, additional taxes paid as a result of the resolution of our uncertain tax positions have not been materially different from our expectations. See Note 12 for further discussion of our income taxes.

Other Income, Net

Other income, net primarily includes gains and losses on foreign currency forward contracts and foreign currency transactions. The components of other income, net are as follows (in millions):


	Years Ended December 31,
	2023		2022		2021
Foreign currency forward contract gain, net	$	19.6	$	44.5	$	14.4
Foreign currency transaction loss, net	(6.4)		(18.3)		(6.4)

Other	(5.9)		1.7		1.0
Other income, net	$	7.3	$	27.9	$	9.0

Concentration of Risk

On a consolidated basis, no single customer accounted for more than 10% of our consolidated revenues in 2023, 2022 or 2021. Our top five customers accounted for approximately 12% of our consolidated revenues in both 2023 and 2022, and 13% in 2021.

Our top five customers specific to the Golf Equipment and Active Lifestyle operating segments represented the following as a percentage of each segment’s total net revenues:

•Golf Equipment top five customers accounted for approximately 25%, 26% and 24% of total consolidated Golf Equipment sales in 2023, 2022, and 2021, respectively; and

•Active Lifestyle top five customers accounted for approximately 19% of total consolidated Active Lifestyle sales in 2023, and 17% in both 2022 and 2021.

With respect to our trade receivables, we perform ongoing credit evaluations of our customers’ financial condition and generally do not require collateral from our customers. We maintain reserves for estimated credit losses, which we consider adequate to cover any such losses. At December 31, 2023 and 2022, one customer represented 14% and 17%, respectively, of our outstanding accounts receivable balance.

As a result of our international business, we are exposed to increased risks inherent in conducting business outside of the United States. During 2023, 2022 and 2021, approximately 28%, 30% and 34% of our total consolidated net revenues were derived from sales outside of the United States, respectively. See Note 20 for information on net revenues and long-lived assets by geographical location.

We are dependent on a limited number of suppliers for our clubheads and shafts, some of which are single sourced. Furthermore, some of our products require specially developed manufacturing techniques and processes which make it difficult to identify and utilize alternative suppliers quickly. We also depend on a single or a limited number of suppliers for the materials used to make our golf balls, many of which are customized for us.

Our financial instruments that are subject to concentrations of credit risk consist primarily of cash equivalents, trade receivables, foreign currency forward contracts and interest rate swap contracts. From time to time, we invest our excess cash in money market accounts and short-term U.S. government securities and have established guidelines relative to diversification and maturities in an effort to maintain safety and liquidity. We periodically review and modify these guidelines to take advantage of trends in yields and interest rates.

We enter into foreign currency forward contracts for the purpose of hedging foreign exchange rate exposure on existing or anticipated transactions, and interest rate hedge contracts for the purpose of hedging interest rate exposure on our term loan facility. In the event of a failure to honor one of these contracts by one of the banks with which we have contracted, we believe any loss would be limited to the exchange rate difference from the time the contract was entered into until the time it was settled. Our hedging contracts are subject to a master netting agreement with each respective counterparty bank and are therefore net settled.

Summary of Significant Accounting Policies - Summary of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
Cash and cash equivalents	$ 393.5	$ 180.2	$ 352.2
Restricted cash, short-term	0.8	19.1
Restricted cash, long-term	4.5	4.1
Total	$ 398.8	$ 203.4	$ 357.7	$ 366.1

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Summary of Cash, Cash Equivalents and Restricted Cash

The following is a summary of our cash, cash equivalents and restricted cash (in millions):


	Year Ended December 31,
	2023		2022
Cash and cash equivalents	$	393.5	$	180.2
Restricted cash, short-term	0.8		19.1
Restricted cash, long-term	4.5		4.1
Total	$	398.8	$	203.4

Components of Other Income, Net

The components of other income, net are as follows (in millions):


	Years Ended December 31,
	2023		2022		2021
Foreign currency forward contract gain, net	$	19.6	$	44.5	$	14.4
Foreign currency transaction loss, net	(6.4)		(18.3)		(6.4)

Other	(5.9)		1.7		1.0
Other income, net	$	7.3	$	27.9	$	9.0

Revenue Recognition - Summary of Royalty Income by Operating Segment (Details) - Royalty - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Royalty income	$ 75.9	$ 76.9	$ 68.2
Topgolf
Segment Reporting Information [Line Items]
Royalty income	49.0	50.3	37.3
Active Lifestyle
Segment Reporting Information [Line Items]
Royalty income	$ 26.9	$ 26.6	$ 30.9

Fair Value of Financial Instruments - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Money market funds	$ 196,500,000
Impairment loss	$ 11,700,000	$ 5,500,000	$ 0
Tangible asset impairment loss		$ 4,800,000

Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Goodwill [Roll Forward]
Balance at beginning of period	$ 1,983.7	$ 1,960.1
Acquisitions	4.4	16.0
Foreign currency translation and other	0.6	7.6
Balance at end of period	1,988.7	1,983.7
Topgolf
Goodwill [Roll Forward]
Balance at beginning of period	1,363.6	1,340.7
Acquisitions	4.4	14.3
Foreign currency translation and other	0.0	8.6
Balance at end of period	1,368.0	1,363.6
Golf Equipment
Goodwill [Roll Forward]
Balance at beginning of period	530.3	531.1
Acquisitions	0.0	0.2
Foreign currency translation and other	0.4	(1.0)
Balance at end of period	530.7	530.3
Active Lifestyle
Goodwill [Roll Forward]
Balance at beginning of period	89.8	88.3
Acquisitions	0.0	1.5
Foreign currency translation and other	0.2	0.0
Balance at end of period	$ 90.0	$ 89.8

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Selected Financial Data

12 Months Ended

Dec. 31, 2023

Disclosure Selected Financial Statement Information [Abstract]

Selected Financial Data

Selected financial data as of the dates presented below is as follows (in millions, except useful life data):


		December 31, 2023		December 31, 2022






Inventories:
Finished goods		$	623.1	$	770.1
Work in process		1.4		1.2
Raw materials		163.7		181.5
Food and beverage		6.2		6.4
Total inventories		$	794.4	$	959.2

		December 31, 2023		December 31, 2022
Other current assets:
Credit card receivables		$	76.9	$	40.1
Sales return reserve cost recovery asset		25.7		25.5
VAT/Sales tax receivable		6.6		17.2
Leasing receivables		26.9		17.5
Hedging contract receivables		5.4		4.6
Other current assets		41.6		31.1
Total other current assets		$	183.1	$	136.0

		December 31, 2023		December 31, 2022
Property, plant and equipment, net:	Estimated Useful Life
Land		$	185.2	$	160.4
Buildings and leasehold improvements	3 - 40 years	1,603.9		1,196.7
Machinery and equipment	2 - 10 years	289.8		248.8
Furniture, computer hardware and equipment	3 - 5 years	380.0		299.1
Internal-use software	3 - 5 years	136.2		109.9
Production molds	2 - 5 years	10.0		9.1
Construction-in-process		210.3		271.6
Total property, plant, and equipment, gross		2,815.4		2,295.6
Less: Accumulated depreciation		658.9		486.0
Total property, plant, and equipment, net		$	2,156.5	$	1,809.6

We recorded $225.6 million, $177.6 million, and $142.8 million of total depreciation expense in our consolidated statements of operations for the years ended December 31, 2023, 2022, and 2021, respectively.


	December 31, 2023		December 31, 2022
Accounts payable and accrued expenses:
Accounts payable	$	130.7	$	159.1
Accrued expenses	202.1		160.9
Accrued inventory	147.7		260.0
Total accounts payable and accrued expenses	$	480.5	$	580.0

Derivatives and Hedging - Foreign Currency Forward Contracts Not Designated as Hedging Instruments (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative [Line Items]
Maximum maturity for foreign currency derivatives	12 months
Foreign currency gains (losses)	$ (6.4)	$ (18.3)	$ (6.4)
Foreign currency forward contracts \| Not Designated as Hedging Instrument
Derivative [Line Items]
Derivative instrument, notional amount	$ 209.4	$ 162.9	$ 67.8

Stock Plans and Share-Based Compensation - Share-Based Compensation Related to Employees and Directors (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	$ 46.7	$ 47.0	$ 38.7
Income tax benefit	(11.2)	(11.3)	(8.9)
Total share-based compensation expense, after tax	35.5	35.7	29.8
Cost of products
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	1.9	1.6	1.2
Selling, general and administrative expenses
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	39.8	44.0	36.5
Research and development expenses
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	1.6	1.1	1.0
Other venue expenses
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total share-based compensation expense, before tax	$ 3.4	$ 0.3	$ 0.0

Summary of Significant Accounting Policies (Policies)	12 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	We have prepared the accompanying consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and accounting principles generally accepted in the United States of America (“GAAP”). We translate the financial statements of our foreign subsidiaries using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. All intercompany balances and transactions have been eliminated during consolidation.
Fiscal Year End	Our annual financial results are reported on a calendar year basis. Our Topgolf operating segment previously operated on a 52- or 53-week retail calendar year, which ended on the Sunday closest to December 31. As of April 4, 2022, Topgolf began operating on a calendar year ending on December 31. Therefore, Topgolf financial information included in our consolidated financial statements for the years ended December 31, 2022 and 2021 are for the period beginning January 3, 2022 and ending December 31, 2022, and the period beginning March 8, 2021 (the date on which we completed our merger with Topgolf) and ending January 2, 2022, respectively. For more information on the merger with Topgolf, see Note 4.
Principles of Consolidation	The accompanying consolidated financial statements include the accounts of Topgolf Callaway Brands. All intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	The preparation of financial statements in conformity with GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosures. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances at that time. We evaluate our estimates on an ongoing basis to ensure that these estimates appropriately reflect changes in our business or as new information becomes available. Actual results may differ from our estimates.
Revenue Recognition	Product Revenue Product revenue is comprised of golf clubs, golf balls, golf apparel, lifestyle and outdoor apparel, and gear and accessories which are sold to on- and off-course golf shops and national retail stores, and directly to consumers through our e-commerce business and at our apparel retail and venue locations. We recognize revenue from the sale of products when we satisfy a performance obligation to a customer and transfer control of the products ordered to the customer. Control transfers when products are shipped, and in certain cases, when products are received by customers. In addition, we recognize revenue at the point of sale on transactions with consumers through our e-commerce business and at our retail locations and retail shops within Topgolf venues. Sales taxes, value added taxes and other taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. We account for shipping and handling as activities to fulfill the promise to transfer the good. Therefore, shipping and handling fees that are billed to customers are recognized in revenue and the associated shipping and handling costs are recognized in cost of products as soon as control of the goods transfers to the customer. We license our trademarks and service marks to third parties for use on products such as golf apparel and footwear, practice aids and other golf accessories in exchange for a royalty fee. Royalty income is recognized over time as underlying product sales occur, subject to certain minimum royalties, in accordance with the related licensing arrangements. We sell gift cards for our products which do not have an expiration date. Revenues from gift cards are deferred and recognized when redeemed, which generally occurs within a 12-month period from the date of purchase. We recognize revenue from unredeemed gift cards and game credits when the likelihood of redemption becomes remote (“breakage”) and under circumstances that comply with any applicable state escheatment laws. To determine when redemption is remote, we perform an aging analysis of unredeemed cards and game credits and compare that information with historical redemption trends. We use this historical redemption rate to recognize breakage over the redemption period. We do not believe there is a reasonable likelihood that there will be a material change in future estimates or assumptions used to determine the timing of recognition of revenue from gift cards and game credits. Service Revenue Service revenue is primarily comprised of revenue from the operation of our Topgolf venues which consists of revenues from food and beverage sales, event deposits, gameplay and membership fees, game credit purchases, and gift cards. In addition, we also recognize services revenues related to gift card redemptions, sponsorship contracts, franchise fees with international development partners, leasing revenue, our WGT digital golf game and non-refundable deposits for venue reservations. Food and beverage revenue and fees charged for gameplay is recognized at the time of sale. Event deposits received from guests attributable to food and beverage purchases as well as gameplay are deferred and recognized as revenue when the event is held. All sales taxes collected from guests are excluded from revenue and are remitted to the appropriate taxing authorities. Premium membership fees received from guests are deferred and recognized as revenue over the life of the associated membership, which is one year or less. We enter into sponsorship contracts that provide advertising opportunities to market to Topgolf guests in the form of custom displays, lobby displays, digital and print posters and other advertising at Topgolf venues and on Topgolf websites. Sponsorship contracts are typically for a fixed price over a period of one to five years and revenue is generally recognized ratably over the contract period unless there is a different predominate pattern of performance. We enter into international development agreements that grant franchise partners the right to develop, open and operate a certain number of venues within a particular geographic area. The franchise partner may be required to pay a territory fee upon entering into a development agreement and a franchise fee for each developed venue. The franchisee will also pay ongoing royalty fees based upon a percentage of sales. Franchise fees for each venue are recognized over the franchise term, up to a maximum of 40 years, including renewal options, per the respective franchise agreement. Revenue from sales-based royalties is recognized as the related sales occur. We recognize licensing and royalty income on non-cancelable sales-type leases and operating lease agreements for Toptracer installations and Swing Suite licensing agreements at Topgolf. See Note 6 for further discussion of leasing revenue. Our WGT digital golf game is a service that allows players free gameplay via web and/or mobile gaming platforms. Players can also purchase virtual currency within the game to use towards virtual goods, which enhance the gameplay experience. Revenues from purchases of virtual currency are deferred and recognized as revenue over the average life of a player, which is determined using historical trends and gameplay activity patterns. We sell gift cards for our services which may be utilized for gameplay and other services at our venues. We recognize service revenue for gift cards sold in a manner consistent with the recognition of gift card revenue for products. Variable Consideration We offer certain discounts and promotions on our products and services. The amount of revenue we recognize is based on the amount of consideration we expect to receive from customers. The amount of consideration is the sales price adjusted for estimates of variable consideration, including sales returns, discounts and allowances, as well as sales programs, sales promotions and price concessions that we offer, as further described below. These estimates are based on the amounts earned or expected to be claimed by customers on the related sales and are therefore recorded to the respective net revenue, trade accounts receivable, and/or sales program liability. We record a sales return liability as a reduction of sales and cost of products and accounts receivable in the period when the related sales are recorded. Sales returns are estimated based upon historical returns, current economic trends, changes in customer demands and sell-through of products. We also offer certain customers sales programs that allow for specific returns. The cost recovery of inventory associated with this reserve is recorded in other current assets on our consolidated balance sheet. Historically, actual sales returns have not been materially different from our estimates. Our primary product sales program, the “Preferred Retailer Program,” offers potential rebates and discounts for participating retailers in exchange for providing certain benefits to us including the maintenance of agreed upon inventory levels, prime product placement and retailer staff training. As part of this program, qualifying retailers can earn either discounts or rebates based on the amount of product purchased. Discounts are applied and recorded at the time of sale. For rebates, we estimate the amount of variable consideration related to the rebate at the time of sale based on the customer’s estimated qualifying current year product purchases. The estimate is based on the historical level of qualifying purchases, adjusted for any factors expected to affect current year purchases. The estimated year-end rebate is adjusted quarterly based on actual qualifying purchases, as necessary. The Preferred Retailer Program is generally short-term in nature and the actual amount of rebate to be paid under this program is known as of the end of the year and paid to customers shortly after year-end. Historically, the actual amount of variable consideration related to our Preferred Retailer Program has not been materially different from our estimates. We also offer short-term sales program incentives related to product sales, which include sell-through promotions and price concessions or price reductions. Sell-through promotions are generally offered throughout the product’s life cycle of approximately two years, and price concessions or price reductions are generally offered at the end of the product’s life cycle. The estimated variable consideration related to these programs is based on a rate that includes historical and forecasted data. We record a reduction to product revenues using this rate at the time of the sale. We monitor this rate against actual results and forecasted estimates and adjust the rate as deemed necessary to reflect the amount of consideration we expect to receive from our customers. There have been no material changes to the rate during the years ended December 31, 2023, 2022 and 2021, and historically, the actual amount of variable consideration related to these sales programs has not been materially different from our estimates. Product Warranty We have a stated two-year warranty policy for our golf clubs and certain Jack Wolfskin gear, as well as a limited lifetime warranty for our OGIO line of products. We accrue the estimated cost of satisfying future warranty claims at the time the sale is recorded. Our estimates for calculating the warranty reserve are principally based on assumptions regarding the warranty costs of each product line over the expected warranty period. In estimating our future warranty obligations, we consider various relevant factors, including our stated warranty policies and practices, the historical frequency of claims, and the replacement or repair costs of products under warranty. Our warranty reserve amounts as of the years ended December 31, 2023 and 2022 were $12.7 million and $10.6 million, respectively. Cost of Products Cost of products is comprised primarily of variable costs that fluctuate with sales volumes, including raw materials for soft good and golf equipment products, golf equipment component costs, and merchandise costs for retail product sales at our Topgolf venues. Cost of products also includes direct labor and manufacturing overhead, inbound freight, duties, shipping charges, and fixed overhead expenses. Fixed overhead expenses are comprised of warehousing costs, indirect labor, and supplies, as well as depreciation expense associated with assets used to manufacture and distribute products. In addition, cost of products also includes adjustments to reflect inventory at its net realizable value, as well as adjustments for obsolescence and product warranties. Cost of Services, Excluding Depreciation and Amortization Cost of services primarily consists of costs related to food and beverage sold at Topgolf venues and transaction fees related to in-app purchases within our WGT digital golf game. In addition, cost of services includes costs associated with Topgolf’s Toptracer license agreements that are primarily classified as sales-type leases. Food and beverage costs are variable by nature, change with sales volume, and are impacted by product mix and commodity pricing. Cost of services excludes employee costs as well as depreciation and amortization. Other Venue Expenses Other venue expenses primarily consist of employee costs that directly support venue operations, rent and occupancy costs, property taxes, depreciation associated with venues, supplies, credit card fees and marketing expenses. Other venue expenses include both fixed and variable components and therefore do not directly correlate with revenue. Venue Pre-Opening Costs Venue pre-opening costs primarily include costs associated with activities prior to the opening of a new Company-operated Topgolf venue and primarily consist of labor, rent, occupancy costs, travel and marketing expenses. Pre-opening costs fluctuate based on the timing, size and location of new Company-operated venues.
Selling, General and Administrative Expenses (SG&A)	SG&A expenses are comprised primarily of employee costs, advertising and promotional expense, legal and professional fees, tour expenses, travel expenses, building and rent expenses, depreciation charges (excluding those related to manufacturing, distribution and venue operations), amortization of intangible assets, and other miscellaneous expenses.
Advertising Costs	Our primary advertising costs include television, print, internet, and media placement. Our policy is to expense advertising costs, including production costs, as incurred.
Research and Development Expenses	Research and development expenses are comprised of costs to design, develop, test or significantly improve our products and technology and primarily include employee costs of personnel engaged in research and development activities, research costs and depreciation expense.
Cash, Cash Equivalents, and Restricted Cash	Cash equivalents are highly liquid investments purchased with original maturities of three months or less. As of December 31, 2023, restricted cash was primarily comprised of deposits associated with gift cards as required under certain statutory mandates. As of December 31, 2022, restricted cash was primarily comprised of escrowed funds related to a land purchase of approximately $18.3 million, which closed in January 2023. Long-term restricted cash is included in other assets on the accompanying consolidated balance sheets as of December 31, 2023 and 2022.
Allowance for Estimated Credit Losses	We record an allowance for estimated credit losses based upon historical bad debts, current customer receivable balances, age of customer receivable balances and the customers’ financial condition, all of which are subject to change. Additionally, we monitor activity and consider future reasonable and supportable forecasts of economic conditions to adjust all general and customer specific reserve percentages as necessary. Amounts recorded for estimated credit losses are written-off when they are determined to be uncollectible.
Inventories	inventory at the lower of cost or net realizable value, which includes a reserve for excess, obsolete and/or unmarketable inventory. This reserve is regularly assessed based on current inventory levels, sales and historical trends, as well as management’s estimates of market conditions and forecasts of future product demand, all of which are subject to change. We utilize the standard costing method, determined on the first-in, first-out basis, for our golf equipment inventory and soft goods inventory sold under the TravisMathew, OGIO, Callaway and Jack Wolfskin brands. Golf equipment inventory, which is directly manufactured by us, includes finished goods, raw materials, labor and manufacturing overhead costs and work in process. Inventory for our soft goods product lines, which are manufactured by third-party contractors, primarily include finished goods. Toptracer hardware and software, food and beverage products and Topgolf-specific retail merchandise inventories are stated at weighted-average cost.
Property, Plant and Equipment	Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is recognized on a straight-line basis over the estimated useful lives of the related assets, which generally range from two years to 40 years. Normal repairs and maintenance costs are expensed as incurred. Costs that materially increase value, change capacities, or extend the useful lives of property, plant or equipment are capitalized. Construction-in-process consists primarily of costs associated with building improvements, machinery and equipment and venues under construction that have not yet been placed into service, production molds, and in-process internal-use software. When property, plant or equipment is retired or disposed, the related costs and accumulated depreciation are removed from the accounts and any resulting gain or loss on disposition is recognized in earnings in the period in which the disposition occurred. See Note 11 for further detail regarding our property, plant and equipment.
Internal Use Software and Cloud Computing Arrangements	We capitalize certain costs related to computer software obtained or developed for internal use. All direct external costs and internal direct labor costs incurred during the application development stage are capitalized and depreciated on a straight-line basis over the estimated useful life of the software. Costs incurred during the preliminary project stage, as well as maintenance, training, and data conversion costs are expensed as incurred. Costs incurred to establish the technological feasibility of software to be sold, leased, or otherwise marketed are expensed as incurred and recorded in research and development expense. Once technological feasibility is established, costs are capitalized until the product is available for general use, and depreciated over the estimated useful life of the software. We enter into cloud-based software hosting arrangements to access and use third-party software in support of our operations. As part of these arrangements, we may incur implementation costs related to the integration, configuration, or customization of the hosted third-party software. We assess these arrangements to determine whether the contract meets the definition of a service contract or internal-use software. For hosting arrangements that meet the definition of a service contract, we capitalize eligible implementation costs and amortize these costs on a straight-line basis over the fixed, non-cancellable term of contract, plus any renewal periods that are reasonably certain at that time. As of December 31, 2023 and 2022, we had $18.7 million and $5.2 million, respectively, of capitalized implementation costs, net of amortization, related to cloud computing arrangements, which are included in other assets on our consolidated balance sheet. During the year ended December 31, 2023, we amortized $0.7 million related to the implementation costs of these cloud computing arrangements, which are recognized as computer software expenses within selling, general and administrative expenses on our consolidated statements of operations. During the years ended December 31, 2022 and 2021, there were no costs recognized related to the implementation of these cloud computing arrangements due to the timing of when these projects were placed into service.
Leases	We lease office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel businesses in Japan and Korea. Certain real estate leases include one or more options to extend the lease term, options to purchase the leased property at our sole discretion, or escalation clauses that increase the rent payments over the lease term. When deemed reasonably certain of exercise, the extension and purchase options are included in the determination of the lease term and lease payment obligation, respectively. The depreciable life of machinery and equipment and/or any leasehold improvements that are associated with each lease are limited to the expected lease term unless there is a transfer of title or purchase option which is reasonably certain of exercise. In some instances, certain leases may require an additional contingent rent payment based on a percentage of total gross sales which are greater than a specified amount stated in the lease agreement. We recognize these additional contingent payments as rent expense when it is probable that sales thresholds will be reached. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Operating and Financing Leases We determine if an arrangement is a lease, or contains a lease, at the inception of the arrangement. If we determine that an arrangement is a lease or contains a lease that is for a term of one year or longer, a right-of-use (“ROU”) asset representing the right to use the underlying asset during the lease term, and a lease liability representing the obligation to make lease payments that arise from the lease are recognized as either an operating or financing lease on our consolidated balance sheet. ROU assets and liabilities are recognized at the commencement date of the lease and are based on the present value of lease payments over the lease term. When readily determinable, we use the rate implicit in the lease agreement in determining the present value of minimum lease payments for the particular lease. If the implicit rate for the lease is not provided, we use our incremental borrowing rate, which represents a rate we would incur to borrow an amount on a collateralized basis equal to the lease payments over a similar term and under similar economic conditions, and is based on information available at the lease commencement date, including the lease term. At the commencement of a lease, the ROU asset is measured by taking the sum of the present value of the lease liability and any initial direct costs and/or prepaid lease payments, and deducting any lease incentives. The amortization of operating lease ROU assets and the interest accretion on the operating lease liabilities are recognized as a single straight-line lease expense over the lease term. Financing lease ROU assets are amortized on a straight-line basis over the lease term, and financing lease liabilities are measured using the effective interest rate method, with the interest accretion portion recognized in interest expense. Lease agreements related to properties are generally comprised of both lease and non-lease components. Non-lease components, which include items such as common area maintenance charges, property taxes and insurance, are expensed as incurred and are recognized separately from the straight-line lease expense. Variable lease payments that do not depend on an index or rate, such as rental payments based on a percentage of retail revenue over contractual levels, are separately expensed as incurred, and are not included in the measurement of the ROU asset and lease liability. Variable lease payments that depend on an index or rate, such as rates that are adjusted periodically for inflation, are included in the initial measurement of the ROU asset and lease liability and are recognized on a straight-line basis over the lease term.
Leases	Deemed Landlord Financing (“DLF”) Obligations We enter into deemed landlord financing (“DLF”) agreements to finance certain Company-operated Topgolf venues. We work with third-party developers or real estate financing partners to acquire rights to land and fund the construction associated with certain venues under build-to-suit arrangements. In certain instances we fund a portion of the construction ourselves, and in other instances we fund all of the construction. In certain build-to-suit arrangements, we are deemed to have control of the underlying assets under construction and are therefore considered the accounting owner of these assets. At the end of the construction period, we complete a sale-leaseback assessment to determine if control has transferred to the financing partner. If the sale-leaseback criteria are not met and it is determined that control has not been transferred to the financing partner, we reverse the accumulated construction advance recognized during the construction phase and record a DLF obligation, and the costs accumulated in property, plant and equipment associated with the construction of the building are capitalized and placed into service. When we acquire land directly or finance the venue construction ourselves, we may enter into arrangements to sell the assets and lease them back from a financing partner. In these cases, if control is not transferred upon the closing of the transaction and the commencement of the subsequent leaseback, we record a DLF obligation associated with the cash proceeds. Buildings or other assets capitalized in conjunction with DLF obligations are depreciated, less their residual value, over the shorter period of the useful life of those assets, or the period of the lease term. In general, buildings are depreciated over a 40-year useful life, which aligns with the lease term including renewal periods we are reasonably certain to exercise. DLF lease obligations are measured using the effective interest rate method, with the periodic interest accretion recognized in interest expense. The interest rate used on DLF lease obligations is generally the rate that is implied within the lease. Sales-Type Leases With respect to our Toptracer and Swing Suite operations, we enter into non-cancelable license agreements that provide the customer the right to use a distinct bundle of highly interrelated Company-owned software and hardware products for a specified period, generally ranging from three to five years. We perform an assessment of the lease classification upon commencement of the agreement, which generally results in the license agreements being classified as sales-type leases. If the assessment does not result in a sales-type lease classification, the lease will be classified as an operating lease. Upon commencement of these sales-type leases, revenue is recognized for the software and hardware as a single component, and a leasing receivable is recorded consisting of the present value of payments over the non-cancelable term. Interest income on the leasing receivable is recognized over the term of the lease. We manage our risk on our sales-type leases through the pricing and terms of the leases. Any equipment returned to us as a result of a lease cancellation may be leased or sold to other customers, therefore risk associated with our sales-type leases is considered minimal.
Business Combinations	Business Combinations We allocate the purchase consideration to the identifiable assets acquired and liabilities assumed in a business combination based on their acquisition-date fair values. We use our best estimates and assumptions to determine the fair value of tangible and intangible assets acquired and liabilities assumed, as well as the uncertain tax positions and tax-related valuation allowances that are initially recorded in connection with a business combination. These estimates are reevaluated and adjusted, if needed, during the measurement period of up to one year from the acquisition date, and are recorded as adjustments to goodwill. Any adjustments to the acquired assets and liabilities assumed that are identified subsequent to the measurement period are recorded in earnings.
Goodwill and Intangible Assets and Impairments	Goodwill and Intangible Assets Goodwill and acquired intangible assets are recorded in connection with an acquisition or business combination. Goodwill represents the excess of the total consideration paid over the fair value of the net tangible and identifiable intangible assets acquired and liabilities assumed in connection with the acquisition or business combination. Identifiable intangible assets consist of trade names and trademarks, liquor licenses, patents, customer and distributor relationships, and developed technology. Intangible assets that are determined to have definite lives are amortized over their estimated useful lives and are assessed for impairment when indicators are present. Goodwill and intangible assets with indefinite lives are not amortized and are instead assessed for impairment at least annually or more frequently when events or circumstances occur that indicate an impairment may exist. Except for software costs which are determined to be eligible for capitalization, costs related to the development, maintenance or renewal of internally developed intangible assets that are inherent in our continuing business that were not acquired as a part of a business combination or asset acquisition, are expensed as incurred. Impairments We assess potential impairments of our long-lived assets, namely property, plant and equipment and ROU assets, and acquired intangible assets that are subject to amortization, such as acquired customer and distributor relationships whenever events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. Events or changes that may necessitate an impairment assessment include a significant change in the extent or manner in which the asset is used, a significant change in legal or business factors that could affect the value of the asset, or a significant decline in the observable market value of an asset, amongst others. If such events or changes indicate a potential impairment, we would assess the recoverability of the asset or asset group by determining if the carrying value of the asset or asset group exceeds the sum of the projected undiscounted cash flows expected to result from the use and eventual disposition of the assets over the remaining economic life of the asset or asset group. If the carrying amount of a long-lived asset or asset group is determined to not be recoverable and exceeds its fair value, an impairment charge would be recognized in the period in which the impairment was determined. We perform an impairment assessment on our goodwill and indefinite-lived intangible assets at least annually during the fourth quarter of the year, or more frequently when events or circumstances occur that indicate an impairment may exist. These events or circumstances may include macroeconomic conditions, significant changes in the industry or business climate, legal factors, or other operating performance indicators, amongst other things. If an event occurs that indicates an impairment may exist, we may perform a qualitative assessment to determine whether it is more likely than not that goodwill and/or the indefinite-lived intangible asset is impaired. If after the qualitative assessment we determine it is more likely than not that goodwill and/or the indefinite-lived intangible asset is not impaired, no quantitative fair value test is necessary. If after performing the qualitative assessment we conclude it is more likely than not that the fair value of goodwill and/or the indefinite-lived intangible is less than our carrying amount, we will perform a quantitative fair value test to determine the fair value of the asset or reporting unit. To determine fair value, we use discounted cash flow estimates, quoted market prices, royalty rates when available, and independent appraisals and valuation specialists when appropriate. We calculate an impairment as the excess of the carrying value of goodwill and/or other indefinite-lived intangible assets over the estimated fair value of the respective asset. If the carrying value exceeds the estimated fair value of the asset, an impairment charge is recorded in the period in which the impairment was determined.
Investments	We determine the appropriate classification of our investments at the time of acquisition and reevaluate such classification at each balance sheet date. For investments that do not have readily determinable fair values, we have elected to apply the measurement alternative in which these investments are measured at cost and are evaluated for changes in fair value if there is an observable price change as a result of an orderly transaction for an identical or similar investment. We assess investments for impairment whenever events or changes in circumstances indicate that the investment’s carrying value may not be recoverable. In the event that the carrying value of any of our investments exceeds its respective fair value, an impairment charge is recorded in the period in which the impairment was determined. See Note 10 for further information related to our investments.
Foreign Currency Translation and Transactions	A significant portion of our business is conducted outside of the United States in currencies other than the U.S. dollar. As a result, changes in foreign currency exchange rates can have a significant impact on our financial results. Revenues and expenses denominated in foreign currencies are translated using the average exchange rate for the reporting period and assets and liabilities are translated using the end-of-period exchange rates at the balance sheet date. Gains and losses from assets and liabilities denominated in a currency other than the functional currency of the entity in which they reside are recognized during the current period in our statements of operations. Gains and losses from the translation of foreign subsidiary financial statements into U.S. dollars are included in accumulated other comprehensive income or loss.
Derivatives and Hedging	We use foreign currency forward contracts to meet our objectives of minimizing variability in our operating results, including intercompany transactions, which may arise from changes in foreign exchange rates, as well as interest rate swap contracts to minimize our exposure to changes in interest rates. We do not enter into hedging contracts for speculative purposes. Foreign currency forward contracts generally mature within 12 months to 15 months from inception and interest rate swap agreements generally mature within 60 months from inception. Both types of contracts are measured at fair value and recorded as hedging receivables and/or payables on our consolidated balance sheet. Certain of our foreign currency forward contracts and our interest rate swap agreements satisfy the criteria for hedge accounting treatment and are classified as designated cash flow hedges. Changes in the fair value of these designated cash flow hedges are recorded as a component of accumulated other comprehensive income and are released in earnings during the period in which the hedged transaction takes place. Remeasurement gains or losses of derivatives that are not elected for hedge accounting treatment are recognized in earnings immediately in other income/expense. We would discontinue hedge accounting prospectively (i) if it is determined that the derivative is no longer effective in offsetting changes in the cash flows of a hedged item, (ii) when the derivative expires or is sold, terminated, or exercised, (iii) if it becomes probable that the forecasted transaction being hedged by the derivative will not occur, (iv) if a hedged firm commitment no longer meets the definition of a firm commitment, or (v) if it is determined that designation of the derivative as a hedge instrument is no longer appropriate. We estimate the fair value of our foreign currency forward contracts based on pricing models using current market rates. These contracts are classified under Level 2 of the fair value hierarchy. See Note 17 for further discussion of our financial instruments. Our derivative instruments are subject to a master netting agreement with each respective counterparty bank and are therefore net settled at their respective maturity date. Although we have the legal right of offset under the master netting agreements, we have elected to present these contracts on a gross basis on the accompanying consolidated balance sheets as of December 31, 2023 and 2022. Gains and losses related to our derivative instruments are presented as an adjustment to reconcile net income to net cash provided by or used in operating activities in the consolidated statements of cash flows.
Share-Based Compensation	We may grant restricted stock units (“RSUs”), restricted stock awards (“RSAs”) , performance-based awards, stock options, and other equity-based awards to our officers, employees, consultants and other non-employees who provide services to us under our stock incentive plans. We measure and recognize share-based compensation expense for employees and non-employees based on estimated fair values, net of estimated forfeitures. Estimated forfeitures are based on historical data and forfeiture trends and are revised, if necessary, in subsequent periods if actual forfeitures differ materially from our initial estimates. RSUs and RSAs (“Restricted Stock”) The estimated fair value of restricted stock is calculated based on the closing price of our common stock on the date of grant multiplied by the number of granted shares. Compensation expense for restricted stock is recognized on a straight-line basis, net of estimated forfeitures, over a vesting period of three to five years from the date of grant. Performance Based Restricted Share Unit Awards We grant performance based restricted share unit awards (“PRSU”) in which the number of shares that may ultimately be issued upon vesting is based on the achievement of specific performance metrics for each award that are measured during a specified performance period, and may range from 0% to 200% of the participant’s target award. PRSU performance measures include adjusted earnings before interest, taxes, depreciation, amortization, stock compensation, non-cash lease amortization expense and non-recurring costs (“Adjusted EBITDA”), earnings per share (“EPS”), adjusted pre-tax income (“APTI”) and total shareholder return (“rTSR”). The performance period for these awards ranges from three to five years from the date of grant. PRSUs based on EBITDA, EPS and APTI are initially valued at the closing price of our stock on the date of grant. PRSUs based on rTSR performance measures, which are based on market conditions, are initially valued using a Monte Carlo simulation which utilizes the stock volatility, dividend yield and a market correlation of our performance as compared to our peer group, and is based on the probable achievement of 100% of the rTSR performance goals as determined on the date of grant. Compensation expense for all PRSUs is recognized, net of estimated forfeitures, on a straight-line basis over a vesting period of three to five years, and is based on the fixed fair value assigned to each of the awards on the date of grant. Over the course of the performance period, compensation expense for PRSUs based on EBITDA, EPS and APTI is adjusted according to the anticipated level of achievement of the specified performance metric over the performance period for the respective award. If the performance goals are not probable of achievement at any time during the performance period, compensation expense related to the respective award is reversed. Compensation expense for rTSR PRSUs is recognized, net of estimated forfeitures, on a straight-line basis over a vesting period of three years, and is based on the fixed grant date fair value assigned on the date of grant, which is not adjusted over the course of the performance period or reversed if achievement is not probable. All awards that do not achieve the minimum cumulative performance threshold over the performance period are forfeited at the end of the specified performance period. Stock Options Stock options are granted at exercise prices no less than the closing price of our stock on the date of grant. Outstanding stock options generally vest over a three-year period from the grant date and generally expire up to 10 years after the grant date. We record compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. The model uses various assumptions, including a risk-free interest rate, the expected term of the options, the expected stock price volatility, and the expected dividend yield. Compensation expense for employee stock options is recognized over the vesting term, net of estimated forfeitures. See Note 15 for further discussion of our share-based compensation.
Income Taxes	Current income tax provision or benefit is the amount of income taxes expected to be payable or receivable for the current year. A deferred income tax asset or liability is established for the difference between the tax basis of an asset or liability that will result in taxable or deductible amounts in future years when the reported amount of the asset or liability is recovered or settled. The realization of the deferred tax assets, including loss and credit carry forwards, is subject to our ability to generate sufficient taxable income during the periods in which the temporary differences become realizable. We maintain a valuation allowance for a deferred tax asset when it is deemed to be more likely than not that some or all of the deferred tax assets will not be realized. In evaluating whether a valuation allowance is required under such rules, we consider all available positive and negative evidence, including prior operating results, the nature and reason for any losses, our forecast of future taxable income, and the dates on which any deferred tax assets are expected to expire. These assumptions require a significant amount of judgment, including estimates of future taxable income and are based on our best judgment at the time. We accrue for the estimated additional amount of taxes for uncertain tax positions if it is deemed to be more likely than not that we would be required to pay such additional taxes. We are required to file federal and state income tax returns in the United States and various other income tax returns in foreign jurisdictions. The preparation of these income tax returns requires us to interpret the applicable tax laws and regulations in effect in such jurisdictions, which could affect the amount of tax we pay. We accrue an amount for our estimate of additional tax liability, including interest and penalties in the income tax provision, for any uncertain tax positions taken or expected to be taken in an income tax return and we review and update our accrual for uncertain tax positions as more definitive information becomes available. Historically, additional taxes paid as a result of the resolution of our uncertain tax positions have not been materially different from our expectations. See Note 12 for further discussion of our income taxes.
Other Income, Net	Other income, net primarily includes gains and losses on foreign currency forward contracts and foreign currency transactions.
Concentration of Risk	On a consolidated basis, no single customer accounted for more than 10% of our consolidated revenues in 2023, 2022 or 2021. Our top five customers accounted for approximately 12% of our consolidated revenues in both 2023 and 2022, and 13% in 2021. Our top five customers specific to the Golf Equipment and Active Lifestyle operating segments represented the following as a percentage of each segment’s total net revenues: •Golf Equipment top five customers accounted for approximately 25%, 26% and 24% of total consolidated Golf Equipment sales in 2023, 2022, and 2021, respectively; and •Active Lifestyle top five customers accounted for approximately 19% of total consolidated Active Lifestyle sales in 2023, and 17% in both 2022 and 2021. With respect to our trade receivables, we perform ongoing credit evaluations of our customers’ financial condition and generally do not require collateral from our customers. We maintain reserves for estimated credit losses, which we consider adequate to cover any such losses. At December 31, 2023 and 2022, one customer represented 14% and 17%, respectively, of our outstanding accounts receivable balance. As a result of our international business, we are exposed to increased risks inherent in conducting business outside of the United States. During 2023, 2022 and 2021, approximately 28%, 30% and 34% of our total consolidated net revenues were derived from sales outside of the United States, respectively. See Note 20 for information on net revenues and long-lived assets by geographical location. We are dependent on a limited number of suppliers for our clubheads and shafts, some of which are single sourced. Furthermore, some of our products require specially developed manufacturing techniques and processes which make it difficult to identify and utilize alternative suppliers quickly. We also depend on a single or a limited number of suppliers for the materials used to make our golf balls, many of which are customized for us. Our financial instruments that are subject to concentrations of credit risk consist primarily of cash equivalents, trade receivables, foreign currency forward contracts and interest rate swap contracts. From time to time, we invest our excess cash in money market accounts and short-term U.S. government securities and have established guidelines relative to diversification and maturities in an effort to maintain safety and liquidity. We periodically review and modify these guidelines to take advantage of trends in yields and interest rates. We enter into foreign currency forward contracts for the purpose of hedging foreign exchange rate exposure on existing or anticipated transactions, and interest rate hedge contracts for the purpose of hedging interest rate exposure on our term loan facility. In the event of a failure to honor one of these contracts by one of the banks with which we have contracted, we believe any loss would be limited to the exchange rate difference from the time the contract was entered into until the time it was settled. Our hedging contracts are subject to a master netting agreement with each respective counterparty bank and are therefore net settled.
Recent Accounting Standards and Adoption of New Accounting Standards	Recent Accounting Standards In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (ASU 2023-09), which includes amendments that further enhance income tax disclosures through the standardization and disaggregation of rate reconciliation categories and income taxes paid in both domestic and foreign jurisdictions. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be applied prospectively, with early adoption and retrospective application permitted. We are in the process of evaluating the impact that ASU 2023-09 will have on our income tax related disclosures. In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which introduces new reportable segment disclosure requirements related to significant segment expenses and also expands reportable segment disclosure requirements for interim reporting. The amendment will require public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and are included within each reportable segment’s profits and losses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are in the process of evaluating the impact that ASU 2023-07 will have on our segment related disclosures. Adoption of New Accounting Standards In June 2022, the FASB issued ASU No. 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions” (“ASU 2022-03”). ASU 2022-03 clarifies the guidance in Topic 820 when measuring the fair value of an equity security that is subject to a contractual sale restriction, and also introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years, with early adoption permitted. We early adopted ASU 2022-03 on January 1, 2023. The adoption of this ASU had no impact on our consolidated financial statements or related disclosures. In August 2020, the FASB issued ASU No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies the accounting for convertible instruments and also requires application of the if-converted method when calculating diluted earnings per share in periods when net income is reported. We adopted this standard as of January 1, 2022 under the modified retrospective method of transition which allows for amounts reported prior to the adoption date to remain unadjusted. Adoption of the standard resulted in a $57.1 million reduction in additional paid-in capital, a $57.9 million increase to long-term debt, net, a $13.2 million decrease in the deferred taxes, net and a $12.4 million increase in retained earnings. Additionally, under the if-converted method, the 14.7 million common shares underlying the Convertible Notes are assumed to have been outstanding as of the beginning of the current reporting period and any interest expense related to the Convertible Notes for the period is excluded from the calculation of diluted earnings per common share. Prior to the adoption of ASU 2020-06, for periods when we recognized net income, we used the treasury stock method to compute dilutive shares of common stock related to the Convertible Notes.