SEGMENT INFORMATION | SEGMENT INFORMATION We currently have two reportable segments: (1) golf and country clubs and (2) business, sports and alumni clubs. These segments are managed separately and discrete financial information, including Adjusted EBITDA, our financial measure of segment profit and loss, is reviewed regularly by our chief operating decision maker to evaluate performance and allocate resources. Our chief operating decision maker is our Chief Executive Officer. We also use Adjusted EBITDA, on a consolidated basis, to assess our ability to service our debt, incur additional debt and meet our capital expenditure requirements. We believe that the presentation of Adjusted EBITDA is appropriate as it provides additional information to investors about our performance and investors and lenders have historically used EBITDA-related measures. EBITDA is defined as net income before interest expense, income taxes, interest and investment income, and depreciation and amortization. Adjusted EBITDA is defined as EBITDA plus or minus impairments, gain or loss on disposition and acquisition of assets, income or loss from divested clubs, loss on extinguishment of debt, non-cash and other adjustments, equity-based compensation expense and a deferred revenue adjustment. The deferred revenue adjustment to revenues and Adjusted EBITDA within each segment represents estimated deferred revenue using current membership life estimates related to initiation payments that would have been recognized in the applicable period but for the application of purchase accounting. Adjusted EBITDA is based on the definition of Consolidated EBITDA as defined in the credit agreement governing the Secured Credit Facilities and may not be comparable to similarly titled measures reported by other companies. The credit agreement governing the Secured Credit Facilities and the indenture governing the 2015 Senior Notes contain certain covenants which are based upon specified financial ratios in reference to Adjusted EBITDA, after giving effect to the pro forma impact of acquisitions. Adjusted EBITDA as reported is identical to the computation of Consolidated EBITDA as defined in the credit agreement governing our Secured Credit Facilities, except that for purposes of certain covenants in the credit agreement, a pro forma adjustment is made to Consolidated EBITDA in order to give effect to current period acquisitions as though they had been consummated on the first day of the four quarter period presented. The pro forma impact gives effect to all acquisitions in the four quarters ended June 13, 2017 as though they had been consummated on the first day of the third quarter of fiscal year 2016 . Golf and country club operations consist of private country clubs, golf clubs and public golf facilities. Private country clubs provide at least one 18-hole golf course and various other recreational amenities that are open to members and their guests. Golf clubs provide both private and public golf play and usually offer fewer recreational amenities than private country clubs. Public golf facilities are open to the public and generally provide the same amenities as golf clubs. Business, sports and alumni club operations consist of business clubs, business/sports clubs, sports clubs and alumni clubs. Business clubs provide a setting for dining, business or social entertainment. Sports clubs provide a variety of recreational facilities and business/sports clubs provide a combination of the amenities available at business clubs and sports clubs. Alumni clubs provide the same amenities as business clubs while targeting alumni and staff of universities. We also disclose corporate expenses and other operations, which consists of other business activities including ancillary revenues related to alliance arrangements, a portion of the revenue associated with upgrade offerings, reimbursements for certain costs of operations at managed clubs, corporate overhead expenses and shared services. Other operations also includes corporate assets such as cash, goodwill, intangible assets, and loan origination fees. While corporate expenses and other operations is not a segment, disclosing corporate expenses and other operations facilitates the reconciliation from segment results to consolidated results. The table below shows summarized financial information by segment for the twelve and twenty-four weeks ended June 13, 2017 and June 14, 2016 : Twelve Weeks Ended Twenty-Four Weeks Ended June 13, 2017 June 14, 2016 June 13, 2017 June 14, 2016 Revenues Golf and Country Clubs (1) $ 227,859 $ 218,919 $ 407,172 $ 391,020 Business, Sports and Alumni Clubs (1) 42,883 43,158 81,123 81,140 Other operations 6,285 4,736 9,939 7,980 Elimination of intersegment revenues and segment reporting adjustments (2,859 ) (3,066 ) (5,752 ) (6,160 ) Revenues relating to divested clubs (2) 2,185 5,227 5,149 9,867 Total consolidated revenues $ 276,353 $ 268,974 $ 497,631 $ 483,847 Golf and Country Clubs Adjusted EBITDA $ 66,062 $ 66,067 $ 118,752 $ 116,112 Business, Sports and Alumni Clubs Adjusted EBITDA $ 9,723 $ 10,194 $ 16,207 $ 17,115 ______________________ (1) Includes segment reporting adjustments representing estimated deferred revenue, calculated using current membership life estimates, related to initiation payments that would have been recognized in the applicable period but for the application of purchase accounting in connection with the acquisition of CCI in 2006 and the acquisition of Sequoia Golf (“Sequoia Golf”) on September 30, 2014 . (2) When clubs are divested, the associated revenues are excluded from segment results for all periods presented. As of Total Assets June 13, 2017 December 27, 2016 Golf and Country Clubs $ 1,616,414 $ 1,557,489 Business, Sports and Alumni Clubs 85,224 88,967 Other operations 451,886 482,258 Consolidated $ 2,153,524 $ 2,128,714 The following table presents revenue by product type: Twelve Weeks Ended Twenty-Four Weeks Ended June 13, 2017 June 14, 2016 June 13, 2017 June 14, 2016 Revenues by Type Dues $ 123,649 $ 120,053 $ 243,516 $ 236,171 Food and beverage 80,366 78,941 134,427 131,797 Golf 49,852 48,650 77,350 74,924 Other 22,486 21,330 42,338 40,955 Total $ 276,353 $ 268,974 $ 497,631 $ 483,847 The table below provides a reconciliation of Golf and Country Clubs Adjusted EBITDA and Business, Sports and Alumni Adjusted EBITDA to (loss) income before income taxes for the twelve and twenty-four weeks ended June 13, 2017 and June 14, 2016 : Twelve Weeks Ended Twenty-Four Weeks Ended June 13, 2017 June 14, 2016 June 13, 2017 June 14, 2016 Golf and Country Clubs Adjusted EBITDA $ 66,062 $ 66,067 $ 118,752 $ 116,112 Business, Sports and Alumni Clubs Adjusted EBITDA 9,723 10,194 16,207 17,115 Interest expense (19,234 ) (19,938 ) (38,784 ) (40,358 ) Interest and investment income 155 127 320 253 Depreciation and amortization (25,384 ) (24,355 ) (50,380 ) (48,569 ) Impairments and disposition of assets (1) (6,133 ) (3,238 ) (9,067 ) (6,155 ) Income from divested clubs (2) 71 373 166 342 Non-cash adjustments (3) — 842 — 379 Acquisition related costs (4) (1,213 ) (257 ) (1,808 ) (943 ) Capital structure costs (5) (770 ) (208 ) (770 ) (950 ) Centralization and transformation costs (6) (6,646 ) (2,061 ) (9,044 ) (4,479 ) Other adjustments (7) (1,308 ) (1,184 ) (3,538 ) (2,270 ) Equity-based compensation expense (8) (2,138 ) (1,830 ) (4,077 ) (3,000 ) Deferred revenue adjustment (9) (1,000 ) (1,302 ) (2,066 ) (2,690 ) Corporate expenses and other operations (10) (12,893 ) (13,402 ) (28,638 ) (28,809 ) (Loss) income before income taxes $ (708 ) $ 9,828 $ (12,727 ) $ (4,022 ) ______________________ (1) Includes non-cash impairment charges related to property and equipment and intangible assets and loss on disposals of assets (including property and equipment disposed of in connection with renovations). (2) Net income from divested clubs that do not qualify as discontinued operations in accordance with GAAP. (3) Includes non-cash items related to purchase accounting associated with the acquisition of CCI in 2006 by affiliates of KSL Capital Partners, LLC (“KSL”). (4) Represents legal and professional fees related to the acquisition of clubs. (5) Represents legal and professional fees related to our capital structure, including debt issuance and amendment costs and equity offering costs. (6) Includes fees and expenses associated with initial compliance with Section 404(b) of the Sarbanes-Oxley Act (‘‘SOX 404(b)’’), which were primarily incurred in fiscal year 2015 and the twelve weeks ended March 22, 2016, and related centralization and transformation of administrative processes, finance processes and related IT systems. (7) Represents adjustments permitted by the credit agreement governing the Secured Credit Facilities including cash distributions from equity method investments less equity in earnings recognized for said investments, professional and legal fees associated with our strategic alternatives review, income or loss attributable to non-controlling equity interests, expenses paid to an affiliate of KSL and legal settlements. (8) Includes equity-based compensation expense, calculated in accordance with GAAP, related to awards held by certain employees, executives and directors. (9) Represents estimated deferred revenue, calculated using current membership life estimates, related to initiation payments that would have been recognized in the applicable period but for the application of purchase accounting in connection with the acquisition of CCI in 2006 and the acquisition of Sequoia Golf on September 30, 2014 . (10) Includes other business activities including ancillary revenues related to alliance arrangements, a portion of the revenue associated with upgrade offerings, costs of operations at managed clubs, corporate overhead expenses and shared services expenses. |