Document and Entity Information
Document and Entity Information - Jun. 30, 2015 - shares | Total |
Document and Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2015 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | Q2 |
Trading Symbol | ELY |
Entity Registrant Name | CALLAWAY GOLF CO |
Entity Central Index Key | 837,465 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Accelerated Filer |
Entity Common Stock, Shares Outstanding | 78,584,998 |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 26,714 | $ 37,635 |
Accounts receivable, net | 220,401 | 109,848 |
Inventories | 171,396 | 207,229 |
Deferred taxes, net | 5,254 | 5,081 |
Income taxes receivable | 484 | 928 |
Other current assets | 22,533 | 23,312 |
Total current assets | 446,782 | 384,033 |
Property, plant and equipment, net | 54,701 | 58,093 |
Intangible assets, net | 88,808 | 88,833 |
Goodwill | 27,210 | 27,821 |
Deferred taxes, net | 2,265 | 2,346 |
Investment in golf-related ventures (Note 6) | 52,376 | 50,677 |
Other assets | 10,414 | 13,008 |
Total assets | 682,556 | 624,811 |
Current liabilities: | ||
Accounts payable and accrued expenses | 112,064 | 123,251 |
Accrued employee compensation and benefits | 27,259 | 37,386 |
Asset-based credit facilities | 42,599 | 15,235 |
Accrued warranty expense | 6,447 | 5,607 |
Income tax liability | 1,913 | 2,623 |
Deferred taxes, net | 25 | 26 |
Total current liabilities | 190,307 | 184,128 |
Long-term liabilities: | ||
Income tax payable | 3,398 | 3,867 |
Deferred taxes, net | 35,385 | 35,043 |
Convertible notes, net (Note 2) | 108,969 | 108,574 |
Long-term incentive compensation and other | $ 1,157 | $ 1,665 |
Commitments and contingencies (Note 9) | ||
Shareholders’ equity: | ||
Preferred stock, $0.01 par value, 3,000,000 shares authorized, none issued and outstanding at June 30, 2015 and December 31, 2014 | $ 0 | $ 0 |
Common stock, $0.01 par value, 240,000,000 shares authorized, 78,596,310 and 78,373,598 shares issued at June 30, 2015 and December 31, 2014, respectively | 786 | 784 |
Additional paid-in capital | 208,755 | 210,057 |
Retained earnings | 136,944 | 89,932 |
Accumulated other comprehensive loss | (3,038) | (796) |
Less: Common stock held in treasury, at cost, 11,312 and 779,681 shares at June 30, 2015 and December 31, 2014, respectively | (107) | (8,443) |
Total shareholders’ equity | 343,340 | 291,534 |
Total liabilities and shareholders’ equity | $ 682,556 | $ 624,811 |
CONSOLIDATED CONDENSED BALANCE3
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 3,000,000 | 3,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued | 78,596,310 | 78,373,598 |
Common Stock held in treasury, shares | 11,312 | 779,681 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 230,504 | $ 231,893 | $ 514,683 | $ 583,767 |
Cost of sales | 128,807 | 141,087 | 285,720 | 328,064 |
Gross profit | 101,697 | 90,806 | 228,963 | 255,703 |
Operating expenses: | ||||
Selling expense | 59,966 | 60,604 | 126,285 | 137,915 |
General and administrative expense | 15,536 | 12,545 | 31,635 | 30,541 |
Research and development expense | 7,603 | 6,846 | 15,519 | 14,759 |
Total operating expenses | 83,105 | 79,995 | 173,439 | 183,215 |
Income from operations | 18,592 | 10,811 | 55,524 | 72,488 |
Interest income | 276 | 282 | 347 | 325 |
Interest expense | (2,212) | (2,894) | (4,304) | (5,585) |
Other income (expense), net | (2,021) | (2,957) | 525 | (5,200) |
Income before income taxes | 14,635 | 5,242 | 52,092 | 62,028 |
Income tax provision | 1,817 | 1,873 | 3,455 | 3,347 |
Net income | $ 12,818 | $ 3,369 | $ 48,637 | $ 58,681 |
Earnings per common share: | ||||
Basic (in dollars per share) | $ 0.16 | $ 0.04 | $ 0.62 | $ 0.76 |
Diluted (in dollars per share) | $ 0.15 | $ 0.04 | $ 0.54 | $ 0.66 |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 78,395 | 77,633 | 78,076 | 77,502 |
Diluted (in shares) | 94,913 | 78,560 | 94,406 | 93,367 |
Dividends paid per common share (usd per share) | $ 0.01 | $ 0.01 | $ 0.02 | $ 0.02 |
CONSOLIDATED CONDENSED STATEME5
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 12,818 | $ 3,369 | $ 48,637 | $ 58,681 |
Other comprehensive income (loss): | ||||
Change in fair value of derivative instruments | 187 | 0 | 2,043 | 0 |
Foreign currency translation adjustments | 2,693 | 4,514 | (4,285) | 4,687 |
Comprehensive income | $ 15,698 | $ 7,883 | $ 46,395 | $ 63,368 |
CONSOLIDATED CONDENSED STATEME6
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 48,637 | $ 58,681 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 9,157 | 11,157 |
Deferred taxes | 145 | 172 |
Share-based compensation | 3,561 | 2,539 |
Gain on disposal of long-lived assets and deferred gain amortization | (510) | (644) |
Discount amortization on convertible notes | 395 | 365 |
Change in assets and liabilities: | ||
Accounts receivable, net | (112,433) | (100,409) |
Inventories | 35,166 | 59,198 |
Other assets | 2,962 | 5,708 |
Accounts payable and accrued expenses | (9,941) | (60,319) |
Accrued employee compensation and benefits | (9,979) | (2,810) |
Accrued warranty expense | 840 | 990 |
Income taxes receivable/payable | (378) | (2,692) |
Other liabilities | (289) | (3,271) |
Net cash used in operating activities | (32,667) | (31,335) |
Cash flows from investing activities: | ||
Capital expenditures | (5,912) | (6,238) |
Proceeds from sales of property and equipment | 2 | 177 |
Investment in golf-related ventures | 0 | (4,522) |
Net cash used in investing activities | (5,910) | (10,583) |
Cash flows from financing activities: | ||
Proceeds from asset-based credit facilities, net | 27,364 | 34,536 |
Exercise of stock options | 5,330 | 2,005 |
Dividends paid | (1,565) | (1,551) |
Acquisition of treasury stock | (1,915) | 0 |
Credit facility amendment costs | 0 | (584) |
Equity issuance costs | 0 | (10) |
Net cash provided by financing activities | 29,214 | 34,396 |
Effect of exchange rate changes on cash and cash equivalents | (1,558) | (286) |
Net decrease in cash and cash equivalents | (10,921) | (7,808) |
Cash and cash equivalents at beginning of period | 37,635 | 36,793 |
Cash and cash equivalents at end of period | 26,714 | 28,985 |
Supplemental disclosures: | ||
Cash paid for income taxes, net | (3,596) | (5,951) |
Cash paid for interest and fees | (3,494) | (5,124) |
Noncash investing and financing activities: | ||
Issuance of treasury stock and common stock for compensatory stock awards released from restriction | 3,669 | 87 |
Acquisition of treasury stock for minimum statutory withholding taxes | 0 | (7) |
Accrued capital expenditures at period-end | $ 553 | $ 562 |
CONSOLIDATED CONDENSED STATEME7
CONSOLIDATED CONDENSED STATEMENT OF SHAREHOLDERS' EQUITY - 6 months ended Jun. 30, 2015 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Beginning Balance (in shares) at Dec. 31, 2014 | 78,374 | (780) | ||||
Beginning Balance at Dec. 31, 2014 | $ 291,534 | $ 784 | $ 210,057 | $ 89,932 | $ (796) | $ (8,443) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Acquisition of treasury stock (in shares) | (212) | |||||
Acquisition of treasury stock | (1,915) | $ (1,915) | ||||
Exercise of stock options (in shares) | 111 | 666 | ||||
Exercise of stock options | 5,330 | $ 1 | (1,202) | $ 6,531 | ||
Compensatory awards released from restriction (in shares) | 110 | 310 | ||||
Compensatory awards released from restriction | $ 1 | (3,669) | $ 3,668 | |||
Share-based compensation | 3,561 | 3,561 | ||||
Stock dividends (in shares) | 1 | 5 | ||||
Stock dividends | 8 | (60) | $ 52 | |||
Cash dividends | (1,565) | (1,565) | ||||
Equity adjustment from foreign currency translation | (4,285) | (4,285) | ||||
Change in fair value of derivative instruments | 2,043 | 2,043 | ||||
Net income | 48,637 | 48,637 | ||||
Ending Balance (in shares) at Jun. 30, 2015 | 78,596 | (11) | ||||
Ending Balance at Jun. 30, 2015 | $ 343,340 | $ 786 | $ 208,755 | $ 136,944 | $ (3,038) | $ (107) |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 1. Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared by Callaway Golf Company (the “Company” or “Callaway Golf”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted. These consolidated condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the SEC. These consolidated condensed financial statements, in the opinion of management, include all the normal and recurring adjustments necessary for the fair presentation of the financial position, results of operations and cash flows for the periods and dates presented. Interim operating results are not necessarily indicative of operating results for the full year. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates and assumptions. Recent Accounting Standards In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, "Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs." The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments for this ASU are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption of the amendments is permitted for financial statements that have not been previously issued. The Company does not expect that the adoption of this amendment will have a material impact on the Company’s consolidated condensed financial statements and disclosures. In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern." This ASU is intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures, and it provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations today in the financial statement footnotes. Until the issuance of this ASU, U.S. GAAP lacked guidance about management’s responsibility to evaluate whether there is substantial doubt about the organization’s ability to continue as a going concern or to provide related footnote disclosures. The amendments are effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company does not expect that the adoption of this amendment will have a material impact in the foreseeable future on the Company’s consolidated condensed financial statements and disclosures. In June 2014, the FASB issued ASU No. 2014-12, "Compensation—Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period." This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period, be treated as a performance condition. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. This ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The adoption of this ASU will not have a material impact on the Company's consolidated condensed financial statements. In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers: (Topic 606)." This ASU affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This ASU will supersede the revenue recognition requirements in Topic 605, "Revenue Recognition," and most industry-specific guidance. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of Topic 360, "Property, Plant, and Equipment," and intangible assets within the scope of Topic 350, "Intangibles-Goodwill and Other") are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently evaluating the impact this ASU will have on its consolidated condensed financial statements. |
Financing Arrangements
Financing Arrangements | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | Note 2. Financing Arrangements In addition to cash on hand, as well as cash generated from operations, the Company relies on its asset-based revolving credit facilities to manage seasonal fluctuations in liquidity and to provide additional liquidity when the Company’s operating cash flows are not sufficient to fund the Company’s requirements. Primary Asset-Based Revolving Credit Facility The Company's primary credit facility is a Loan and Security Agreement with Bank of America N.A. (as amended, the “ABL Facility”), which provides a senior secured asset-based revolving credit facility of up to $230,000,000 , comprised of a $160,000,000 U.S. facility, a $25,000,000 Canadian facility and a $45,000,000 United Kingdom facility, in each case subject to borrowing base availability under the applicable facility. The amounts outstanding under the ABL Facility are secured by certain assets, including cash (to the extent pledged by the Company), inventory and accounts receivable of the Company’s subsidiaries in the United States, Canada and the United Kingdom. As of June 30, 2015 , the Company had $29,130,000 outstanding under the ABL Facility, $1,149,000 in outstanding letters of credit, and $26,714,000 in cash and cash equivalents. The maximum amount of additional indebtedness (as defined by the ABL Facility) that could have been outstanding on June 30, 2015 , after outstanding borrowings and letters of credit was approximately $116,484,000 , resulting in total available liquidity, defined as cash on hand combined with additional indebtedness, of $143,198,000 . The maximum availability under the ABL Facility fluctuates with the general seasonality of the business and increases and decreases with changes in the Company’s inventory and accounts receivable balances. The maximum availability is at its highest during the first half of the year when the Company’s inventory and accounts receivable balances are higher and is lower during the second half of the year when the Company's inventory levels decrease and its accounts receivable decrease as a result of cash collections. Average outstanding borrowings during the six months ended June 30, 2015 were $78,435,000 , and average available liquidity, defined as cash on hand combined with the average amounts available under the ABL Facility during the first six months of 2015, after outstanding borrowings and letters of credit, was approximately $139,895,000 . Amounts borrowed under the ABL Facility may be repaid and borrowed as needed. The entire outstanding principal amount (if any) is due and payable at the earlier of (i) the date that is six months prior to the maturity of the Company’s 3.75% Convertible Senior Notes maturing on August 15, 2019 or (ii) June 23, 2019 , if a qualifying refinancing of the Company’s 3.75% Convertible Senior Notes due 2019 has occurred at least six months prior to their maturity. The ABL Facility includes certain restrictions including, among other things, restrictions on the incurrence of additional debt, liens, stock repurchases and other restricted payments, asset sales, investments, mergers, acquisitions and affiliate transactions. In addition, the ABL Facility imposes restrictions on the amount the Company could pay in annual cash dividends, including meeting certain restrictions on the amount of additional indebtedness and requirements to maintain a certain fixed charge coverage ratio under certain circumstances. As of June 30, 2015 , the Company was in compliance with all covenants of the ABL Facility. Additionally, the Company is subject to compliance with a fixed charge coverage ratio covenant during, and continuing 30 days after, any period in which the Company’s borrowing base availability, as amended, falls below $23,000,000 . The Company’s borrowing base availability was above $23,000,000 during the six months ended June 30, 2015 , and the Company was in compliance with the fixed charge coverage ratio as of June 30, 2015 . Had the Company not been in compliance with the fixed charge coverage ratio as of June 30, 2015 , the Company's maximum amount of additional indebtedness that could have been outstanding on June 30, 2015 would have been reduced by $23,000,000 . The interest rate applicable to outstanding loans under the ABL Facility fluctuates depending on the Company’s “availability ratio," which is expressed as a percentage of (i) the average daily availability under the ABL Facility to (ii) the sum of the Canadian, the U.K. and the U.S. borrowing bases, as adjusted. The applicable margin for any month will be reduced by 0.25% if the Company’s availability ratio is greater than or equal to 67% and the Company’s “leverage ratio” (as defined below) is less than 4.0 to 1.0 as of the last day of the month for which financial statements have been delivered, so long as no default or event of default exists. The Company’s “leverage ratio” is the ratio of the amount of debt for borrowed money to the twelve-month trailing EBITDA (as defined in the ABL Facility), each determined on a consolidated basis. At June 30, 2015 , the Company’s trailing 12 months average interest rate applicable to its outstanding loans under the ABL Facility, including the fees described below, was 4.11% . In addition, the ABL Facility provides for monthly fees ranging from 0.25% to 0.375% of the unused portion of the ABL Facility, depending on the prior month’s average daily balance of revolver loans and stated amount of letters of credit relative to lenders’ commitments. The fees incurred in connection with the origination and amendment of the ABL Facility totaled $4,919,000 , which are amortized into interest expense over the term of the ABL Facility agreement. Unamortized fees at June 30, 2015 and December 31, 2014 totaled $1,992,000 and $2,233,000 , respectively, of which $498,000 and $496,000 were included in other current assets, respectively, and $1,494,000 and $1,737,000 were included in other assets, respectively, in the accompanying consolidated condensed balance sheets. Japan ABL Facility In January 2015, the Company entered into a separate asset-based loan and guarantee agreement (the "Japan ABL Facility") between its subsidiary in Japan and The Bank of Tokyo-Mitsubishi UFG, Ltd and The Development Bank of Japan. The Company can borrow up to 2 billion Yen (or U.S. $16,326,000 , using the exchange rate in effect as of June 30, 2015) over a one -year term, and the amounts outstanding are secured by certain assets, including eligible inventory. The Japan ABL Facility is subject to an effective interest rate of 1.48% and includes certain restrictions including covenants related to certain pledged assets and financial performance metrics. As of June 30, 2015 , the Company was in compliance with these covenants. The total amount outstanding under this facility at June 30, 2015 was $13,469,000 . Convertible Senior Notes In August 2012, the Company issued $112,500,000 of 3.75% Convertible Senior Notes (the “convertible notes”). The Company pays interest of 3.75% per year on the principal amount of the convertible notes, payable semiannually in arrears on February 15 and August 15 of each year. The convertible notes mature on August 15, 2019 . The Company incurred transactional fees of $3,537,000 , which are being amortized into interest expense over the term of the convertible notes. Unamortized transaction fees as of June 30, 2015 and December 31, 2014 were $2,105,000 and $2,358,000 , respectively, of which $505,000 was included in other current assets as of both June 30, 2015 and December 31, 2014 , and $1,600,000 and $1,853,000 were included in other long-term assets as of June 30, 2015 and December 31, 2014 , respectively, in the accompanying consolidated condensed balance sheets. The net carrying amount of the convertible notes as of June 30, 2015 and December 31, 2014 was $108,969,000 and $108,574,000 , respectively. The unamortized discount of $3,531,000 as of June 30, 2015 will be amortized to interest expense over the remaining term of approximately 4.1 years. Total interest and amortization expense recognized for the three and six months ended June 30, 2015 was $1,248,000 and $2,506,000 , respectively, and $1,239,000 and $2,475,000 for the three and six months ended June 30, 2014, respectively. The convertible notes are convertible, at the option of the note holder, at any time on or prior to the close of business on the business day immediately preceding August 15, 2019 , into shares of common stock at an initial conversion rate of 133.3333 shares per $1,000 principal amount of convertible notes, which is equal to an aggregate of 15,000,000 shares of common stock at a conversion price of approximately $7.50 per share, subject to customary anti-dilution adjustments. Upon the occurrence of certain change of control events of the Company, the Company will pay a premium on the convertible notes converted in connection with such change of control events by increasing the conversion rate on such convertible notes. The Company has the right to terminate the right of note holders to convert their convertible notes into shares of the Company's common stock if the volume weighted average price of the Company's common stock is greater than or equal to 130% of the conversion price for at least 20 of 30 consecutive trading days. If the Company exercises such termination right prior to August 15, 2015, each note holder who converts its convertible notes after receiving notice of such exercise will receive a make-whole payment in cash or common stock, as the Company may elect, with respect to the convertible notes converted. Upon the occurrence of a change of control of the Company or a termination of trading of the common stock of the Company, note holders will have the option to require the Company to repurchase for cash all or any portion of such note holder’s convertible notes at a price equal to 100% of the principal amount of the repurchased convertible notes, plus accrued and unpaid interest thereon to the repurchase date. The convertible notes are not redeemable by the Company prior to August 15, 2015 . On or after August 15, 2015, the convertible notes are redeemable in whole or in part at the option of the Company at a redemption price equal to 100% of the principal amount of the convertible notes to be redeemed, plus accrued and unpaid interest thereon to the redemption date. The convertible notes contain certain covenants including payment of principal and interest, certain repurchase obligations, obligations of the Company to convert the convertible notes, and other customary covenants as set forth in the Indenture. The Company was in compliance with these covenants as of June 30, 2015 . |
Earnings per Common Share
Earnings per Common Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Note 3. 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 reflects the potential dilution that could occur if convertible securities, or other contracts to issue common stock, were exercised or converted into common stock. Diluted earnings per common share is computed by dividing the sum of net income plus interest expense on the convertible notes, by the weighted-average number of diluted common shares. Dilutive securities are included in the calculation of diluted earnings per common share using the treasury stock method and the if-converted method in accordance with ASC Topic 260, “Earnings per Share.” Dilutive securities include the common stock equivalents of convertible notes, options granted pursuant to the Company’s stock option plans and outstanding restricted stock units and performance share units granted to employees and non-employee directors (see Note 10 ). Weighted-average diluted common shares outstanding is the same as weighted-average basic common shares outstanding in periods when a net loss is reported or in periods when diluted earnings per share is higher than basic earnings per share. The following table summarizes the computation of basic and diluted earnings per share (in thousands, except per share data): Three Months Ended Six Months Ended 2015 2014 2015 2014 Earnings per common share—basic Net income $ 12,818 $ 3,369 $ 48,637 $ 58,681 Weighted-average common shares outstanding—basic 78,395 77,633 78,076 77,502 Basic earnings per common share $ 0.16 $ 0.04 $ 0.62 $ 0.76 Earnings per common share—diluted Net income $ 12,818 $ 3,369 $ 48,637 $ 58,681 Add: Interest on convertible debt 1,260 — 2,506 2,475 Net income including assumed conversions $ 14,078 $ 3,369 $ 51,143 $ 61,156 Weighted-average common shares outstanding—basic 78,395 77,633 78,076 77,502 Convertible notes weighted-average shares outstanding 15,000 — 15,000 15,000 Options and restricted stock 1,518 927 1,330 865 Weighted-average common shares outstanding—diluted 94,913 78,560 94,406 93,367 Dilutive earnings per common share $ 0.15 $ 0.04 $ 0.54 $ 0.66 For the three and six months ended June 30, 2015 , securities outstanding totaling approximately 565,000 and 605,000 shares, respectively, comprised of stock options, were excluded from the calculation of earnings per common share—diluted, as their effect would be antidilutive. For the three months ended June 30, 2014, securities outstanding totaling approximately 15,981,000 shares (including stock options and common shares underlying convertible senior notes of 15,000,000 shares) were excluded from the earnings per share calculation as their effect would be antidilutive, and 1,053,000 shares underlying stock options were excluded for the six months ended June 30, 2014 as their effect would be antidilutive. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 4. Inventories Inventories are summarized below (in thousands): June 30, December 31, 2014 Inventories: Raw materials $ 47,542 $ 47,661 Work-in-process 424 519 Finished goods 123,430 159,049 $ 171,396 $ 207,229 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 5. Goodwill and Intangible Assets Goodwill at June 30, 2015 and December 31, 2014 was $27,210,000 and $27,821,000 , respectively. The decrease in goodwill during the six months ended June 30, 2015 of $611,000 was due to foreign currency fluctuations. Gross goodwill before cumulative impairments at June 30, 2015 and December 31, 2014 was $28,959,000 and $29,570,000 , respectively. The Company’s goodwill and acquired intangible assets with indefinite lives are not amortized, but are subject to an annual impairment test. The Company performs an impairment analysis on its goodwill and intangible assets at least annually and whenever events or changes in circumstances indicate that the carrying value of such assets may not be fully recoverable. Acquired intangible assets with definite lives are amortized over their estimated useful lives and are tested for impairment only when impairment indicators are present. The following sets forth the intangible assets by major asset class (dollars in thousands): Useful Life (Years) June 30, 2015 December 31, 2014 Gross Accumulated Amortization Net Book Value Gross Accumulated Amortization Net Book Value Non-Amortizing: Trade name, trademark and trade dress and other NA $ 88,590 $ — $ 88,590 $ 88,590 $ — $ 88,590 Amortizing: Patents 2-16 31,581 31,363 218 31,581 31,338 243 Developed technology and other 1-9 7,961 7,961 — 7,961 7,961 — Total intangible assets $ 128,132 $ 39,324 $ 88,808 $ 128,132 $ 39,299 $ 88,833 Aggregate amortization expense on intangible assets was approximately $25,000 and $ 35,000 for the six months ended June 30, 2015 and 2014, respectively. Amortization expense related to intangible assets at June 30, 2015 in each of the next five fiscal years and beyond is expected to be incurred as follows (in thousands): Remainder of 2015 $ 26 2016 51 2017 51 2018 51 2019 39 $ 218 |
Investments
Investments | 6 Months Ended |
Jun. 30, 2015 | |
Investments, All Other Investments [Abstract] | |
Investments | Note 6. Investments Investment in TopGolf International, Inc. The Company owns preferred shares of TopGolf International, Inc. (“TopGolf”), the owner and operator of TopGolf entertainment centers. In connection with this investment, the Company has a preferred partner agreement with TopGolf in which the Company has preferred signage rights, rights as the preferred supplier of golf products used or offered for use at TopGolf facilities at prices no less than those paid by the Company’s customers, preferred retail positioning in the TopGolf retail stores, access to consumer information obtained by TopGolf, and other rights incidental to those listed above. In December 2014, the Company remitted funds to subscribe for $1,699,000 in preferred shares of TopGolf. In January 2015, the subscription was accepted and the Company acquired the $1,699,000 in preferred shares. As of June 30, 2015 , the Company's total investment in preferred shares of TopGolf was $52,376,000 . The Company’s total ownership interest in TopGolf, including the Company's voting rights in the preferred shares of TopGolf, remains at less than 20% of the outstanding equity securities of TopGolf. In addition, as of June 30, 2015 , the Company did not have the ability to significantly influence the operating and financing activities and policies of TopGolf, and accordingly, the Company’s investment in TopGolf is accounted for at cost in accordance with ASC Topic 325, “Investments—Other.” The fair value of the Company's investment in TopGolf was not estimated as of June 30, 2015 as it was not practicable to do so. However, there were no events or changes in circumstances that would have had a significant adverse effect on the fair value of this investment. |
Product Warranty
Product Warranty | 6 Months Ended |
Jun. 30, 2015 | |
Guarantees [Abstract] | |
Product Warranty | Note 7. Product Warranty The Company has a stated two -year warranty policy for its golf clubs. The Company’s policy is to accrue the estimated cost of satisfying future warranty claims at the time the sale is recorded. In estimating its future warranty obligations, the Company considers various relevant factors, including the Company’s stated warranty policies and practices, the historical frequency of claims, and the cost to replace or repair its products under warranty. The decrease in accrued warranty expense is primarily due to a decline in warranty returns rates as a result of improved durability of newer products combined with a decrease in the cost to repair or replace products. The following table provides a reconciliation of the activity related to the Company’s reserve for accrued warranty expense (in thousands): Three Months Ended Six Months Ended 2015 2014 2015 2014 Beginning balance $ 6,408 $ 7,945 $ 5,607 $ 6,406 Provision 1,466 1,045 3,269 3,910 Claims paid/costs incurred (1,427 ) (1,594 ) (2,429 ) (2,920 ) Ending balance $ 6,447 $ 7,396 $ 6,447 $ 7,396 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8. Income Taxes The Company calculates its interim income tax provision in accordance with ASC 270, “Interim Reporting,” and ASC 740 “Accounting for Income Taxes” (together, “ASC 740”). At the end of each interim period, the Company estimates the annual effective tax rate for foreign operations and applies that rate to its ordinary foreign quarterly earnings. For the Company's U.S. operations, the Company uses the discrete method to calculate the U.S. interim tax expense as the annual effective rate was not considered a reliable estimate of year-to-date income tax expense. Under the discrete method, the Company determines its U.S. tax expense based upon actual results as if the interim period were an annual period. The Company's full U.S. valuation allowance position and the seasonality of the Company's business create results with significant variations in the customary relationship between income tax expense and pre-tax income for the interim periods. As a result, the Company believes that using the discrete method is more appropriate than the annual effective tax rate method to calculate the income tax provision related to its U.S. operations. The realization of deferred tax assets, including loss and credit carry forwards, is subject to the Company generating sufficient taxable income during the periods in which the temporary differences become realizable. Due to the Company's taxable losses in the United States from 2009 to 2013, the Company recorded a valuation allowance against its U.S. deferred tax assets. As a result, at each quarter end, as the U.S. deferred tax assets are adjusted upwards or downwards, the associated valuation allowance and income tax expense is adjusted. If sufficient positive evidence arises in the future, such as a sustained return to profitability in the U.S. business, the valuation allowance could be reversed as appropriate, decreasing income tax expense in the period that such conclusion is reached. The provision for income taxes is primarily comprised of taxes related to the Company's foreign operations. The income tax provision for the three months ended June 30, 2015 and 2014 was $1,817,000 and $1,873,000 , respectively. The decrease in the income tax provision was primarily due to lower taxable income in foreign jurisdictions in the second quarter of 2015. The income tax provision for the six months ended June 30, 2015 and 2014 was $3,455,000 and $3,347,000 , respectively. The increase in the income tax provision was primarily due to the lapse of statutes of limitation in various jurisdictions in the six months ended June 30, 2014, allowing for the recognition of previously unrecognized tax benefits. At June 30, 2015 , the gross liability for income taxes associated with uncertain tax positions was $6,386,000 . The liability for uncertain tax positions could be reduced by $1,390,000 of offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments as well as $4,015,000 of deferred taxes. The net amount of $981,000 , if recognized, would favorably affect the Company’s consolidated condensed financial statements and effective income tax rate. The unrecognized tax benefit liabilities are expected to decrease by approximately $339,000 during the next 12 months. The gross liability for uncertain tax positions decreased by $62,000 and $173,000 for the three and six months ended June 30, 2015 , respectively. This decrease was primarily due to foreign currency translation. The Company recognizes interest and penalties related to income tax matters in income tax expense. For the three months ended June 30, 2015 and 2014 , the Company's provision for income taxes includes a benefit of $10,000 and expense of $64,000 , respectively, related to the reversal and recognition of interest and penalties, respectively. For the six months ended June 30, 2015 and 2014 , the Company's provision for income taxes includes benefits of $35,000 and $23,000 , respectively, also related to the reversal of interest and penalties. As of June 30, 2015 and December 31, 2014 , the gross amount of accrued interest and penalties included in income taxes payable in the accompanying consolidated condensed balance sheets was $1,027,000 and $1,062,000 , respectively. The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company is generally no longer subject to income tax examinations by tax authorities in the following major jurisdictions: Tax Jurisdiction Years No Longer Subject to Audit U.S. federal 2009 and prior California (United States) 2008 and prior Canada 2009 and prior Japan 2008 and prior South Korea 2009 and prior United Kingdom 2010 and prior Pursuant to Section 382 of the Internal Revenue Code, use of the Company's net operating losses and credit carry-forwards may be limited significantly if the Company were to experience a cumulative change in ownership of the Company's stock by “5-percent shareholders” that exceeds 50% over a rolling three-year period. The Company does not believe there has been a cumulative change in ownership in excess of 50% during that period. The Company continues to monitor changes in ownership. If such a cumulative change did occur in any three year period and the Company were limited in the amount of losses it could use to offset taxable income, the Company's results of operations and cash flows would be adversely impacted. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9. Commitments & Contingencies Legal Matters The Company is subject to routine legal claims, proceedings and investigations incident to its business activities, including claims, proceedings, and investigations relating to commercial disputes and employment matters. The Company also receives from time to time information claiming that products sold by the Company 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 the Company, which also could adversely affect the Company’s overall ability to protect its product designs and ultimately limit its future success in the marketplace. In addition, the Company is occasionally subject to non-routine claims, proceedings or investigations. The Company regularly assesses such matters to determine the degree of probability that the Company 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 the Company’s financial statements if it is probable the Company will incur a loss and the amount of the loss can be reasonably estimated. The Company reviews all claims, proceedings and investigations at least quarterly and establishes or adjusts any accruals for such matters to reflect the impact of negotiations, settlements, advice of legal counsel and other information and events pertaining to a particular matter. All legal costs associated with such matters are expensed as incurred. Historically, the claims, proceedings and investigations brought against the Company, individually and in the aggregate, have not had a material adverse effect upon the consolidated results of operations, cash flows or financial position of the Company. The Company believes that it has valid legal defenses to the matters currently pending against the Company. These matters are inherently unpredictable and the resolutions of these matters are subject to many uncertainties and the outcomes are not predictable with assurance. Consequently, management is unable to estimate the ultimate aggregate range of monetary loss, amounts covered by insurance or the financial impact that will result from such matters. Management believes that the final resolution of the current matters pending against the Company, individually and in the aggregate, will not have a material adverse effect upon the Company’s consolidated financial position. The Company’s results of operations or cash flows, however, could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies. Unconditional Purchase Obligations During the normal course of its business, the Company enters into agreements to purchase goods and services, including purchase commitments for production materials, endorsement agreements with professional golfers and other endorsers, employment and consulting agreements, and intellectual property licensing agreements pursuant to which the Company is required to pay royalty fees. It is not possible to determine the amounts the Company will ultimately be required to pay under these agreements as they are subject to many variables including performance-based bonuses, severance arrangements, the Company’s sales levels, and reductions in payment obligations if designated minimum performance criteria are not achieved. As of June 30, 2015 , the Company has entered into many of these contractual agreements with terms ranging from one to three years. The minimum obligation that the Company is required to pay under these agreements is $82,026,000 over the next three years. In addition, the Company also enters into unconditional purchase obligations with various vendors and suppliers of goods and services in the normal course of operations through purchase orders or other documentation or that are undocumented except for an invoice. Such unconditional purchase obligations are generally outstanding for periods less than a year and are settled by cash payments upon delivery of goods and services and are not reflected in this total. Future minimum purchase commitments as of June 30, 2015 , are as follows (in thousands): Remainder of 2015 $ 74,430 2016 7,003 2017 530 2018 63 $ 82,026 Other Contingent Contractual Obligations During its normal course of business, the Company has 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 the Company’s customers and licensees in connection with the use, sale and/or license of Company 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 the Company or based on the negligence or willful misconduct of the Company, and (iv) indemnities involving the accuracy of representations and warranties in certain contracts. In addition, the Company has consulting agreements that provide for payment of nominal fees upon the issuance of patents and/or the commercialization of research results. The Company has also issued guarantees in the form of standby letters of credit of $1,149,000 as of June 30, 2015 . 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 the Company could be obligated to make. Historically, costs incurred to settle claims related to indemnities have not been material to the Company’s financial position, results of operations or cash flows. In addition, the Company believes the likelihood is remote that material payments under the commitments and guarantees described above will have a material effect on the Company’s financial condition. The fair value of indemnities, commitments and guarantees that the Company issued during the six months ended June 30, 2015 was not material to the Company’s financial position, results of operations or cash flows. Employment Contracts In addition, the Company has made contractual commitments to each of its officers and certain other employees providing for severance payments, including salary continuation, upon the termination of employment by the Company for convenience or by the officer for substantial cause. In addition, in order to assure that the officers would continue to provide independent leadership consistent with the Company’s best interest, the contracts also generally provide for certain protections in the event of a change in control of the Company. These protections include the payment of certain severance benefits, such as monetary payments and health benefits, upon the termination of employment following a change in control. |
Share-Based Employee Compensati
Share-Based Employee Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Employee Compensation | Note 10. Share-Based Employee Compensation As of June 30, 2015 , the Company 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 2013 Non-Employee Directors Stock Incentive Plan (the "2013 Directors Plan"). From time to time, the Company grants stock options, restricted stock units, phantom stock units, stock appreciation rights and other awards under these plans. The table below summarizes the amounts recognized in the financial statements for the three and six months ended June 30, 2015 and 2014 for share-based compensation, including expense for stock options, restricted stock units, phantom stock units, cash settled stock appreciation rights and performance share units. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands) Cost of sales $ 106 $ (183 ) $ 443 $ 126 Operating expenses 1,191 (2,071 ) 6,224 2,955 Total cost of share-based compensation included in income, before income tax $ 1,297 $ (2,254 ) $ 6,667 $ 3,081 Stock Options Stock options granted under the 2004 Incentive Plan are valued using the Black-Scholes option-pricing model on the date of grant. The model uses various assumptions, including a risk-free interest rate, the estimated term of the options, the estimated stock price volatility, and the estimated dividend yield. Compensation expense for stock options is recognized over the vesting period and is reduced by an estimate for forfeitures, which is based on the Company’s historical forfeitures of unvested options and awards. There were no stock options granted during the first six months ended June 30, 2015 and 2014. Total compensation expense recognized for stock options during the three and six months ended June 30, 2015 was $368,000 and $744,000 , respectively, and $343,000 and $722,000 during the three and six months ended June 30, 2014, respectively. At June 30, 2015 , the total amount of unamortized expense related to stock options was $845,000 , which will be recognized over a weighted-average period of 0.7 years. Restricted Stock Units Restricted stock units granted under the 2004 Incentive Plan and 2013 Directors Plan are valued at the Company’s closing stock price on the date of grant and generally vest within a one to three year period. Compensation expense for restricted stock units is recognized over the vesting period and is reduced by an estimate for forfeitures. During the three months ended June 30, 2015 and 2014, the Company granted 142,000 and 47,000 shares underlying restricted stock units, respectively, at a weighted average grant-date fair value of $9.50 and $8.66 , respectively. During the six months ended June 30, 2015 and 2014, the Company granted 548,000 and 412,000 shares underlying restricted stock units, respectively, at a weighted average grant-date fair value of $8.29 and $8.23 per share, respectively. Total compensation expense, net of estimated forfeitures, recognized for restricted stock units during the three months ended June 30, 2015 and 2014 was $841,000 and $753,000 , respectively, and $1,761,000 and $1,350,000 , during the six months ended June 30, 2015 and 2014 , respectively. At June 30, 2015 , the Company had $6,347,000 of total unamortized compensation expense related to non-vested restricted stock units under the Company’s share-based payment plans. That cost is expected to be recognized over a weighted-average period of 1.7 years . Performance Share Units Performance share units granted under the 2004 Incentive Plan are stock-based awards in which the number of shares ultimately received depends on the Company's performance against specified metrics over a one year performance period from the date of grant. These performance metrics are established by the Company at the beginning of the performance period. At the end of the performance period, the number of shares of stock that could be issued is fixed based upon the degree of achievement of the performance goals. The number of shares that could be issued can range from 50% to 150% of the participant's target award. Performance share units are initially valued at the Company's closing stock price on the date of grant. Compensation expense, net of estimated forfeitures, is recognized over the vesting period and will vary based on remeasurements during the performance period. If the performance metrics are not probable of achievement during the performance period, compensation expense would be reversed. The awards are forfeited if the threshold performance metrics are not achieved as of the end of the performance period. The performance units cliff-vest in full at the end of a three year period. The Company granted 26,000 and 7,000 shares underlying performance units during the three months ended June 30, 2015 and 2014, respectively, at a weighted average grant-date fair value of $9.55 and $10.34 , respectively, and 509,000 and 453,000 shares underlying performance units during the six months ended June 30, 2015 and 2014, respectively, at a weighted average grant-date fair value of $7.96 and $8.20 per share, respectively. During the three months ended June 30, 2015 and 2014, the Company recognized total compensation expense, net of estimated forfeitures, of $526,000 and $279,000 , respectively, for performance share units. During the six months ended June 30, 2015 and 2014, the Company recognized total compensation expense, net of estimated forfeitures, of $1,056,000 and $467,000 , respectively, for performance share units. At June 30, 2015 , unamortized compensation expense related to these awards was $6,545,000 , which is expected to be recognized over a weighted-average period of 2.1 years. Phantom Stock Units Phantom stock units granted under the 2004 Incentive Plan are a form of share-based awards that are indexed to the Company’s stock and are settled in cash. Because phantom stock units are settled in cash, compensation expense recognized over the vesting period will vary based on changes in fair value. Fair value is remeasured at the end of each interim reporting period based on the closing price of the Company’s stock. Phantom stock units vest at the end of a three year period. There were no phantom stock units granted during the first six months of 2015 or 2014. The Company recognized $73,000 and reversed $139,000 of compensation expense related to previously granted phantom stock units during the three months ended June 30, 2015 and 2014 , respectively, and recognized $390,000 and $433,000 of compensation expense related to previously granted phantom stock units during the six months ended June 30, 2015 and 2014, respectively. Accrued compensation expense for these awards was $235,000 and $1,898,000 at June 30, 2015 and December 31, 2014, respectively, which was recorded in accrued employee compensation and benefits in the accompanying consolidated condensed balance sheets. Stock Appreciation Rights Cash settled stock appreciation rights ("SARs") granted under the 2004 Incentive Plan are valued using the Black-Scholes option-pricing model on the date of grant. SARs are subsequently remeasured at each interim reporting period based on a revised Black-Scholes value until they are exercised. SARs generally vest over a three year period. There were no SARs granted during the first six months ended 2015 or 2014. The Company reversed $511,000 and $3,490,000 of compensation expense related to previously granted SARs during the three months ended June 30, 2015 and 2014, respectively, and recognized $2,716,000 and $109,000 of compensation expense related to previously granted SARs during the six months ended June 30, 2015 and 2014, respectively. Accrued compensation expense for these awards was $2,898,000 and $3,990,000 at June 30, 2015 and December 31, 2014, respectively, which was recorded in accrued employee compensation and benefits in the accompanying consolidated condensed balance sheets. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 11. Fair Value of Financial Instruments Certain of the Company’s financial assets and liabilities are measured at fair value on a recurring and nonrecurring basis. Fair value is defined as the price that would be received to sell an asset or the price paid to transfer a liability (the exit price) in the principal and most advantageous market for the asset or liability in an orderly transaction between market participants. Assets and liabilities carried at fair value are classified using the following three-tier hierarchy: 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 following table summarizes the valuation of the Company’s foreign currency exchange contracts (see Note 12 ) that are measured at fair value on a recurring basis by the above pricing levels at June 30, 2015 and December 31, 2014 (in thousands): Fair Value Level 1 Level 2 Level 3 June 30, 2015 Foreign currency derivative instruments—asset position $ 2,180 $ — $ 2,180 $ — Foreign currency derivative instruments—liability position (485 ) — (485 ) — $ 1,695 $ — $ 1,695 $ — December 31, 2014 Foreign currency derivative instruments—asset position $ 40 $ — $ 40 $ — Foreign currency derivative instruments—liability position (246 ) — (246 ) — $ (206 ) $ — $ (206 ) $ — The fair value of the Company’s foreign currency exchange contracts is based on observable inputs that are corroborated by market data. Observable inputs include broker quotes, daily market foreign currency rates and forward pricing curves. Remeasurement gains and losses on foreign currency exchange contracts designated as cash flow hedges are recorded in other comprehensive income, and in other income (expense) on non-designated foreign currency exchange contracts (see Note 12) . Disclosures about the Fair Value of Financial Instruments The carrying values of cash and cash equivalents at June 30, 2015 and December 31, 2014 are reasonable estimates of fair value due to the short-term nature of these balances and are therefore classified as Level 1. The table below illustrates information about fair value relating to the Company’s financial assets and liabilities that are recognized in the accompanying consolidated balance sheets as of June 30, 2015 and December 31, 2014 , as well as the fair value of contingent contracts that represent financial instruments (in thousands). June 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value Convertible notes (1) $ 108,969 $ 135,377 $ 108,574 $ 126,222 ABL Facility (2) $ 29,130 $ 29,130 $ 15,235 $ 15,235 Japan ABL Facility (2) $ 13,469 $ 13,469 $ — $ — Standby letters of credit (3) $ 1,149 $ 1,149 $ 1,142 $ 1,142 (1) The carrying value of the convertible notes at June 30, 2015 and December 31, 2014 , is net of the unamortized discount of $3,531,000 and $3,926,000 , respectively (see Note 2 ). The fair value of the convertible notes was determined based on secondary quoted market prices, and as such is classified within Level 2 of the fair value hierarchy. (2) The carrying value of amounts outstanding under the Company's ABL Facility and Japan ABL Facility approximate their fair values as the amounts outstanding are due within one year or less. The fair value of this debt is categorized within Level 2 of the fair value hierarchy. (3) The carrying value of the Company's standby letters of credit approximates the fair value as they represent the Company’s contingent obligation to perform in accordance with the underlying contracts. There were no amounts drawn from these letters of credit as of June 30, 2015 and December 31, 2014 . The fair value of this contingent obligation is categorized within Level 2 of the fair value hierarchy. Nonrecurring Fair Value Measurements The Company measures certain assets at fair value on a nonrecurring basis at least annually or when certain indicators are present. These assets include long-lived assets, goodwill and non-amortizing intangible assets that are written down to fair value when they are held for sale or determined to be impaired. During the six months ended June 30, 2015 and 2014 , the Company did not have any significant assets or liabilities that were measured at fair value on a nonrecurring basis in periods subsequent to initial recognition. |
Derivatives and Hedging
Derivatives and Hedging | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Note 12. Derivatives and Hedging In the normal course of business, the Company is exposed to gains and losses resulting from fluctuations in foreign currency exchange rates relating to transactions of its international subsidiaries. As part of its strategy to manage the level of exposure to the risk of fluctuations in foreign currency exchange rates, the Company uses designated cash flow hedges and non-designated hedges in the form of foreign currency forward contracts to mitigate the impact of foreign currency translation on transactions that are denominated primarily in Japanese Yen, British Pounds, Euros, Canadian Dollars, Australian Dollars and Korean Won. The Company accounts for its foreign currency forward contracts in accordance with ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). ASC 815 requires the recognition of all derivatives instruments as either assets or liabilities on the balance sheet, the measurement of those instruments at fair value and the recognition of changes in the fair value of derivatives in earnings in the period of change, unless the derivative qualifies as a designated cash flow hedge that offsets certain exposures. Certain criteria must be satisfied in order for derivative financial instruments to be classified and accounted for as a cash flow hedge. Gains and losses from the remeasurement of qualifying hedges are recorded as a component of other comprehensive income and released into earnings as a component of cost of goods sold during the period in which the hedged transaction takes place. Gains and losses on the ineffective portion of hedges (hedges that do not meet accounting requirements due to ineffectiveness) and derivatives that are not elected for hedge accounting treatment are immediately recorded in earnings as a component of other income (expense). Foreign currency forward contracts are used only to meet the Company’s objectives of minimizing variability in the Company’s operating results arising from foreign exchange rate movements. The Company does not enter into foreign currency forward contracts for speculative purposes. The Company utilizes counterparties for its derivative instruments that it believes are credit-worthy at the time the transactions are entered into and the Company closely monitors the credit ratings of these counterparties. The following table summarizes the fair value of the Company's foreign currency forward contracts as well as the location of the asset and/or liability on the consolidated condensed balance sheets at June 30, 2015 and December 31, 2014 (in thousands): Asset Derivatives June 30, 2015 December 31, 2014 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts Other current assets $ 1,864 Other current assets $ — Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets $ 316 Other current assets $ 40 Liability Derivatives June 30, 2015 December 31, 2014 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives not designated as hedging instruments: Foreign currency forward contracts Accounts payable and accrued expenses $ 485 Accounts payable and accrued expenses $ 246 Cash Flow Hedging Instruments In January 2015, the Company entered into foreign currency forward contracts designated as qualifying cash flow hedges to help mitigate the Company's foreign currency exposure on intercompany sales of inventory to its foreign subsidiaries. These contracts mature within 12 months from their inception. At June 30, 2015 , the notional amount of the Company's foreign currency forward contracts designated as cash flow hedge instruments was approximately $51,892,000 . The Company did not enter into cash flow hedging contracts in 2014. The reporting of gains and losses on these cash flow hedging instruments depends on whether the gains or losses are effective at offsetting changes in the cash flows of the underlying hedged items. The Company uses the hypothetical derivative method to measure the effectiveness of the foreign currency forward contracts and evaluates the effectiveness on a quarterly basis. The effective portion of the gains and losses on the hedging instruments are recorded in other comprehensive income until recognized in earnings during the period that the hedged transactions take place. Any ineffective portion of the gains and losses from the hedging instruments is recognized in earnings immediately. The Company would discontinue hedge accounting prospectively if (i) 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. The Company estimates the fair value of its 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 11 ). As of June 30, 2015 , the Company recorded a net gain of $2,155,000 in other comprehensive income related to its hedging activities. This gain will be relieved and recognized in cost of goods sold as the physical transactions being hedged occur. The Company recognized gains of $112,000 in cost of goods sold for the three months ended June 30, 2015 , and $418,000 and $621,000 in other income (expense) for the three and six months ended June 30, 2015, respectively, as a result of ineffectiveness. Based on the current valuation, the Company expects to reclassify net gains of $2,043,000 from accumulated other comprehensive loss into net earnings during the next 12 months. The following tables summarize the net effect of all cash flow hedges on the consolidated condensed financial statements for the three and six months ended June 30, 2015 (in thousands): Gain Recognized in Other Comprehensive Income (Effective Portion) Three Months Ended Six Months Ended Derivatives designated as cash flow hedging instruments 2015 2014 2015 2014 Foreign currency forward contracts $ 300 $ — $ 2,155 $ — Gain Reclassified from Other Comprehensive Income into Earnings (Effective Portion) Three Months Ended Six Months Ended Derivatives designated as cash flow hedging instruments 2015 2014 2015 2014 Foreign currency forward contracts $ 112 $ — $ 112 $ — Gain Recognized in Other Income (Expense) (Ineffective Portion) Three Months Ended Six Months Ended Derivatives designated as cash flow hedging instruments 2015 2014 2015 2014 Foreign currency forward contracts $ 418 $ — $ 621 $ — The following table details the components and reclassifications from accumulated other comprehensive loss for the three and six months ended June 30, 2015 (in thousands): Beginning balance, December 31, 2014 $ (796 ) Change in fair value of derivative instruments 2,059 Amounts reclassified from accumulated other comprehensive loss due to derivative instrument ineffectiveness (203 ) Foreign currency translation adjustments (6,978 ) Ending balance, March 31, 2015 $ (5,918 ) Change in fair value of derivative instruments 717 Amounts reclassified from accumulated other comprehensive loss (112 ) Amounts reclassified from accumulated other comprehensive loss due to derivative instrument ineffectiveness (418 ) Foreign currency translation adjustments 2,693 Ending balance, June 30, 2015 $ (3,038 ) Foreign Currency Forward Contracts Not Designated as Hedging Instruments The Company uses foreign currency forward contracts that are not designated as qualified hedging instruments to mitigate certain balance sheet exposures (payables and receivables denominated in foreign currencies), as well as gains and losses resulting from the translation of the operating results of the Company’s international subsidiaries into U.S. dollars for financial reporting purposes. These contracts usually mature within 12 months from their inception. At June 30, 2015 and December 31, 2014, the notional amounts of the Company’s foreign currency forward contracts not designated as hedging instruments used to help mitigate the exposures discussed above were approximately $116,916,000 and $62,866,000 , respectively. The increase in foreign currency forward contracts reflects the general timing of when the Company enters into these contracts. The Company estimates the fair value of these foreign currency forward contracts based on pricing models using current market rates, and the Company records these contracts on the balance sheet at fair value with changes in fair value recorded in earnings in other income (expense). These contracts are classified under Level 2 of the fair value hierarchy (see Note 11 ). The following table summarizes the location of net gains and losses in the consolidated condensed statements of operations that were recognized during the three and six months ended June 30, 2015 and 2014, respectively, in addition to the derivative contract type (in thousands): Location of Net Gain (Loss) Recognized in Income on Derivative Instruments Amount of Net Gain (Loss) Recognized in Income on Derivative Instruments Derivatives not designated as hedging instruments Three Months Ended Six Months Ended 2015 2014 2015 2014 Foreign currency forward contracts Other income (expense), net $ (2,251 ) $ (4,670 ) $ 341 $ (7,602 ) In addition, for the three and six months ended June 30, 2015, the Company recognized net foreign currency losses related to transactions with its foreign subsidiaries of $250,000 and $727,000 , respectively. For the three and six months ended June 30, 2014, the Company recognized net foreign currency gains of $1,649,000 and $2,368,000 , respectively, related to transactions with the Company's foreign subsidiaries. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information The Company has two operating segments that are organized on the basis of products, namely the golf clubs segment and golf balls segment. The golf clubs segment consists of Callaway Golf woods, hybrids, irons and wedges and Odyssey putters. This segment also includes golf apparel and footwear, golf bags, golf gloves, travel gear, headwear and other golf-related accessories, in addition to royalties from licensing of the Company’s trademarks and service marks and sales of pre-owned golf clubs. The golf balls segment consists of Callaway Golf balls. There are no significant intersegment transactions. The table below contains information utilized by management to evaluate its operating segments for the interim periods presented (in thousands): Three Months Ended Six Months Ended 2015 2014 (1) 2015 2014 (1) Net sales: Golf Clubs $ 189,616 $ 192,931 $ 430,772 $ 492,469 Golf Balls 40,888 38,962 83,911 91,298 $ 230,504 $ 231,893 $ 514,683 $ 583,767 Income before income taxes: Golf Clubs $ 22,051 $ 11,052 $ 62,990 $ 74,163 Golf Balls 6,639 5,451 14,047 16,806 Reconciling items (2) (14,055 ) (11,261 ) (24,945 ) (28,941 ) $ 14,635 $ 5,242 $ 52,092 $ 62,028 Additions to long-lived assets: Golf Clubs $ 2,736 $ 2,317 $ 4,819 $ 5,232 Golf Balls 745 — 1,311 101 $ 3,481 $ 2,317 $ 6,130 $ 5,333 (1) The prior year amounts have been reclassified to reflect the Company's current year allocation methodology related to freight revenue and costs, certain discounts and other reserves not specific to a product type. For the three months ended June 30, 2014 , this resulted in decreases to net sales and income before income taxes of $228,000 in the golf clubs segment, and corresponding increases to net sales and income before income taxes in the golf balls segment. For the six months ended June 30, 2014 , this resulted in increases to net sales and income before income taxes of $146,000 in the golf clubs segment, and corresponding decreases to net sales and income before income taxes in the golf balls segment. (2) Reconciling items represent corporate general and administrative expenses and other income (expense) not included by management in determining segment profitability. The increase in reconciling items during the three months ended June 30, 2015 compared to the three months ended June 30, 2014 was primarily due to an increase in employee costs, partially offset by a decrease in foreign currency exchange losses. The decrease in reconciling items during the six months ended June 30, 2015 compared to the six months ended June 30, 2014 was primarily due to an increase in foreign currency exchange gains. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Recent Accounting Standards | Recent Accounting Standards In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, "Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs." The amendments in this ASU require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this ASU. The amendments for this ASU are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption of the amendments is permitted for financial statements that have not been previously issued. The Company does not expect that the adoption of this amendment will have a material impact on the Company’s consolidated condensed financial statements and disclosures. In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern." This ASU is intended to define management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures, and it provides guidance to an organization’s management, with principles and definitions that are intended to reduce diversity in the timing and content of disclosures that are commonly provided by organizations today in the financial statement footnotes. Until the issuance of this ASU, U.S. GAAP lacked guidance about management’s responsibility to evaluate whether there is substantial doubt about the organization’s ability to continue as a going concern or to provide related footnote disclosures. The amendments are effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company does not expect that the adoption of this amendment will have a material impact in the foreseeable future on the Company’s consolidated condensed financial statements and disclosures. In June 2014, the FASB issued ASU No. 2014-12, "Compensation—Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period." This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period, be treated as a performance condition. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. This ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The adoption of this ASU will not have a material impact on the Company's consolidated condensed financial statements. In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers: (Topic 606)." This ASU affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (e.g., insurance contracts or lease contracts). This ASU will supersede the revenue recognition requirements in Topic 605, "Revenue Recognition," and most industry-specific guidance. In addition, the existing requirements for the recognition of a gain or loss on the transfer of nonfinancial assets that are not in a contract with a customer (e.g., assets within the scope of Topic 360, "Property, Plant, and Equipment," and intangible assets within the scope of Topic 350, "Intangibles-Goodwill and Other") are amended to be consistent with the guidance on recognition and measurement (including the constraint on revenue) in this ASU. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently evaluating the impact this ASU will have on its consolidated condensed financial statements. |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table summarizes the computation of basic and diluted earnings per share (in thousands, except per share data): Three Months Ended Six Months Ended 2015 2014 2015 2014 Earnings per common share—basic Net income $ 12,818 $ 3,369 $ 48,637 $ 58,681 Weighted-average common shares outstanding—basic 78,395 77,633 78,076 77,502 Basic earnings per common share $ 0.16 $ 0.04 $ 0.62 $ 0.76 Earnings per common share—diluted Net income $ 12,818 $ 3,369 $ 48,637 $ 58,681 Add: Interest on convertible debt 1,260 — 2,506 2,475 Net income including assumed conversions $ 14,078 $ 3,369 $ 51,143 $ 61,156 Weighted-average common shares outstanding—basic 78,395 77,633 78,076 77,502 Convertible notes weighted-average shares outstanding 15,000 — 15,000 15,000 Options and restricted stock 1,518 927 1,330 865 Weighted-average common shares outstanding—diluted 94,913 78,560 94,406 93,367 Dilutive earnings per common share $ 0.15 $ 0.04 $ 0.54 $ 0.66 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories are summarized below (in thousands): June 30, December 31, 2014 Inventories: Raw materials $ 47,542 $ 47,661 Work-in-process 424 519 Finished goods 123,430 159,049 $ 171,396 $ 207,229 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets by Major Asset Class | The following sets forth the intangible assets by major asset class (dollars in thousands): Useful Life (Years) June 30, 2015 December 31, 2014 Gross Accumulated Amortization Net Book Value Gross Accumulated Amortization Net Book Value Non-Amortizing: Trade name, trademark and trade dress and other NA $ 88,590 $ — $ 88,590 $ 88,590 $ — $ 88,590 Amortizing: Patents 2-16 31,581 31,363 218 31,581 31,338 243 Developed technology and other 1-9 7,961 7,961 — 7,961 7,961 — Total intangible assets $ 128,132 $ 39,324 $ 88,808 $ 128,132 $ 39,299 $ 88,833 |
Amortization Expense Related to Intangible Assets | Amortization expense related to intangible assets at June 30, 2015 in each of the next five fiscal years and beyond is expected to be incurred as follows (in thousands): Remainder of 2015 $ 26 2016 51 2017 51 2018 51 2019 39 $ 218 |
Product Warranty (Tables)
Product Warranty (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Guarantees [Abstract] | |
Reconciliation of Reserve for Warranty Expense | The following table provides a reconciliation of the activity related to the Company’s reserve for accrued warranty expense (in thousands): Three Months Ended Six Months Ended 2015 2014 2015 2014 Beginning balance $ 6,408 $ 7,945 $ 5,607 $ 6,406 Provision 1,466 1,045 3,269 3,910 Claims paid/costs incurred (1,427 ) (1,594 ) (2,429 ) (2,920 ) Ending balance $ 6,447 $ 7,396 $ 6,447 $ 7,396 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Major Jurisdictions no Longer Subject to Income Tax Examinations by Tax Authorities | The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company is generally no longer subject to income tax examinations by tax authorities in the following major jurisdictions: Tax Jurisdiction Years No Longer Subject to Audit U.S. federal 2009 and prior California (United States) 2008 and prior Canada 2009 and prior Japan 2008 and prior South Korea 2009 and prior United Kingdom 2010 and prior |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Purchase Commitments | Future minimum purchase commitments as of June 30, 2015 , are as follows (in thousands): Remainder of 2015 $ 74,430 2016 7,003 2017 530 2018 63 $ 82,026 |
Share-Based Employee Compensa28
Share-Based Employee Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation Including Expense for Phantom Stock Units and Cash Settled Stock Appreciation Rights Granted to Employees | The table below summarizes the amounts recognized in the financial statements for the three and six months ended June 30, 2015 and 2014 for share-based compensation, including expense for stock options, restricted stock units, phantom stock units, cash settled stock appreciation rights and performance share units. Three Months Ended Six Months Ended 2015 2014 2015 2014 (In thousands) Cost of sales $ 106 $ (183 ) $ 443 $ 126 Operating expenses 1,191 (2,071 ) 6,224 2,955 Total cost of share-based compensation included in income, before income tax $ 1,297 $ (2,254 ) $ 6,667 $ 3,081 |
Fair Value of Financial Instr29
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Valuation of Foreign Currency Exchange Contracts by Pricing Levels | The following table summarizes the valuation of the Company’s foreign currency exchange contracts (see Note 12 ) that are measured at fair value on a recurring basis by the above pricing levels at June 30, 2015 and December 31, 2014 (in thousands): Fair Value Level 1 Level 2 Level 3 June 30, 2015 Foreign currency derivative instruments—asset position $ 2,180 $ — $ 2,180 $ — Foreign currency derivative instruments—liability position (485 ) — (485 ) — $ 1,695 $ — $ 1,695 $ — December 31, 2014 Foreign currency derivative instruments—asset position $ 40 $ — $ 40 $ — Foreign currency derivative instruments—liability position (246 ) — (246 ) — $ (206 ) $ — $ (206 ) $ — |
Fair Value Relating to Financial Assets and Liabilities | The carrying values of cash and cash equivalents at June 30, 2015 and December 31, 2014 are reasonable estimates of fair value due to the short-term nature of these balances and are therefore classified as Level 1. The table below illustrates information about fair value relating to the Company’s financial assets and liabilities that are recognized in the accompanying consolidated balance sheets as of June 30, 2015 and December 31, 2014 , as well as the fair value of contingent contracts that represent financial instruments (in thousands). June 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value Convertible notes (1) $ 108,969 $ 135,377 $ 108,574 $ 126,222 ABL Facility (2) $ 29,130 $ 29,130 $ 15,235 $ 15,235 Japan ABL Facility (2) $ 13,469 $ 13,469 $ — $ — Standby letters of credit (3) $ 1,149 $ 1,149 $ 1,142 $ 1,142 (1) The carrying value of the convertible notes at June 30, 2015 and December 31, 2014 , is net of the unamortized discount of $3,531,000 and $3,926,000 , respectively (see Note 2 ). The fair value of the convertible notes was determined based on secondary quoted market prices, and as such is classified within Level 2 of the fair value hierarchy. (2) The carrying value of amounts outstanding under the Company's ABL Facility and Japan ABL Facility approximate their fair values as the amounts outstanding are due within one year or less. The fair value of this debt is categorized within Level 2 of the fair value hierarchy. (3) The carrying value of the Company's standby letters of credit approximates the fair value as they represent the Company’s contingent obligation to perform in accordance with the underlying contracts. There were no amounts drawn from these letters of credit as of June 30, 2015 and December 31, 2014 . The fair value of this contingent obligation is categorized within Level 2 of the fair value hierarchy. |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 | The following table summarizes the fair value of the Company's foreign currency forward contracts as well as the location of the asset and/or liability on the consolidated condensed balance sheets at June 30, 2015 and December 31, 2014 (in thousands): Asset Derivatives June 30, 2015 December 31, 2014 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts Other current assets $ 1,864 Other current assets $ — Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets $ 316 Other current assets $ 40 Liability Derivatives June 30, 2015 December 31, 2014 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives not designated as hedging instruments: Foreign currency forward contracts Accounts payable and accrued expenses $ 485 Accounts payable and accrued expenses $ 246 |
Schedule of Cash Flow Hedging Instruments, Statements of Financial Performance and Financial Position, Location [Table Text Block] | The following tables summarize the net effect of all cash flow hedges on the consolidated condensed financial statements for the three and six months ended June 30, 2015 (in thousands): Gain Recognized in Other Comprehensive Income (Effective Portion) Three Months Ended Six Months Ended Derivatives designated as cash flow hedging instruments 2015 2014 2015 2014 Foreign currency forward contracts $ 300 $ — $ 2,155 $ — Gain Reclassified from Other Comprehensive Income into Earnings (Effective Portion) Three Months Ended Six Months Ended Derivatives designated as cash flow hedging instruments 2015 2014 2015 2014 Foreign currency forward contracts $ 112 $ — $ 112 $ — Gain Recognized in Other Income (Expense) (Ineffective Portion) Three Months Ended Six Months Ended Derivatives designated as cash flow hedging instruments 2015 2014 2015 2014 Foreign currency forward contracts $ 418 $ — $ 621 $ — |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The following table details the components and reclassifications from accumulated other comprehensive loss for the three and six months ended June 30, 2015 (in thousands): Beginning balance, December 31, 2014 $ (796 ) Change in fair value of derivative instruments 2,059 Amounts reclassified from accumulated other comprehensive loss due to derivative instrument ineffectiveness (203 ) Foreign currency translation adjustments (6,978 ) Ending balance, March 31, 2015 $ (5,918 ) Change in fair value of derivative instruments 717 Amounts reclassified from accumulated other comprehensive loss (112 ) Amounts reclassified from accumulated other comprehensive loss due to derivative instrument ineffectiveness (418 ) Foreign currency translation adjustments 2,693 Ending balance, June 30, 2015 $ (3,038 ) |
Location of Gains in Consolidated Condensed Statements of Operations that were Recognized and Derivative Contract Type | The following table summarizes the location of net gains and losses in the consolidated condensed statements of operations that were recognized during the three and six months ended June 30, 2015 and 2014, respectively, in addition to the derivative contract type (in thousands): Location of Net Gain (Loss) Recognized in Income on Derivative Instruments Amount of Net Gain (Loss) Recognized in Income on Derivative Instruments Derivatives not designated as hedging instruments Three Months Ended Six Months Ended 2015 2014 2015 2014 Foreign currency forward contracts Other income (expense), net $ (2,251 ) $ (4,670 ) $ 341 $ (7,602 ) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Operating Segments | The table below contains information utilized by management to evaluate its operating segments for the interim periods presented (in thousands): Three Months Ended Six Months Ended 2015 2014 (1) 2015 2014 (1) Net sales: Golf Clubs $ 189,616 $ 192,931 $ 430,772 $ 492,469 Golf Balls 40,888 38,962 83,911 91,298 $ 230,504 $ 231,893 $ 514,683 $ 583,767 Income before income taxes: Golf Clubs $ 22,051 $ 11,052 $ 62,990 $ 74,163 Golf Balls 6,639 5,451 14,047 16,806 Reconciling items (2) (14,055 ) (11,261 ) (24,945 ) (28,941 ) $ 14,635 $ 5,242 $ 52,092 $ 62,028 Additions to long-lived assets: Golf Clubs $ 2,736 $ 2,317 $ 4,819 $ 5,232 Golf Balls 745 — 1,311 101 $ 3,481 $ 2,317 $ 6,130 $ 5,333 (1) The prior year amounts have been reclassified to reflect the Company's current year allocation methodology related to freight revenue and costs, certain discounts and other reserves not specific to a product type. For the three months ended June 30, 2014 , this resulted in decreases to net sales and income before income taxes of $228,000 in the golf clubs segment, and corresponding increases to net sales and income before income taxes in the golf balls segment. For the six months ended June 30, 2014 , this resulted in increases to net sales and income before income taxes of $146,000 in the golf clubs segment, and corresponding decreases to net sales and income before income taxes in the golf balls segment. (2) Reconciling items represent corporate general and administrative expenses and other income (expense) not included by management in determining segment profitability. The increase in reconciling items during the three months ended June 30, 2015 compared to the three months ended June 30, 2014 was primarily due to an increase in employee costs, partially offset by a decrease in foreign currency exchange losses. The decrease in reconciling items during the six months ended June 30, 2015 compared to the six months ended June 30, 2014 was primarily due to an increase in foreign currency exchange gains. |
Financing Arrangements (Asset B
Financing Arrangements (Asset Based Revolving Credit Facility) - Additional Information (Detail) | 6 Months Ended | |||||
Jun. 30, 2015USD ($) | Jun. 30, 2015JPY (¥) | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2013USD ($) | |
Debt Instrument [Line Items] | ||||||
Asset-based credit facility, maximum borrowing capacity | $ 230,000,000 | |||||
Asset-based credit facilities | 42,599,000 | $ 15,235,000 | ||||
Cash and cash equivalents | 26,714,000 | 37,635,000 | $ 28,985,000 | $ 36,793,000 | ||
Bank of America, N.A. | ||||||
Debt Instrument [Line Items] | ||||||
Asset-based credit facilities | 29,130,000 | |||||
Amount outstanding under letters of credit | 1,149,000 | |||||
Debt instrument maximum additional borrowing capacity amount | 116,484,000 | |||||
Total available liquidity | 143,198,000 | |||||
Average outstanding borrowing | $ 78,435,000 | |||||
Average available liquidity | 139,895,000 | |||||
Asset-based credit facility, maturity date | Jun. 23, 2019 | |||||
Debt covenants , dividend restrictions | In addition, the ABL Facility imposes restrictions on the amount the Company could pay in annual cash dividends, including meeting certain restrictions on the amount of additional indebtedness and requirements to maintain a certain fixed charge coverage ratio under certain circumstances. | |||||
Debt covenants, borrowing base below threshold, period ratio required to be in compliance | 30 days | |||||
Borrowing base availability | $ 23,000,000 | |||||
Applicable margin rate reduction | The applicable margin for any month will be reduced by 0.25% if the Company’s availability ratio is greater than or equal to 67% and the Company’s “leverage ratio” (as defined below) is less than 4.0 to 1.0 as of the last day of the month for which financial statements have been delivered, so long as no default or event of default exists. | |||||
Line of credit facility conditional reduction in margin rate | 0.25% | 0.25% | ||||
Asset-based credit facility, interest rate | 4.11% | 4.11% | ||||
Asset-based credit facility, origination fees | $ 4,919,000 | |||||
Unamortized origination fees | 1,992,000 | 2,233,000 | ||||
Asset-based credit facility, origination fees included in other current assets | 498,000 | 496,000 | ||||
Asset-based credit facility, origination fees included in other long-term assets | $ 1,494,000 | $ 1,737,000 | ||||
Bank of America, N.A. | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Availability ratio required to reduce applicable margin | 67.00% | 67.00% | ||||
Line of credit facility, commitment fee percentage | 0.25% | |||||
Bank of America, N.A. | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Leverage ratio required to reduce applicable margin | 4 | |||||
Line of credit facility, commitment fee percentage | 0.375% | |||||
United States | ||||||
Debt Instrument [Line Items] | ||||||
Asset-based credit facility, maximum borrowing capacity | $ 160,000,000 | |||||
Canada | ||||||
Debt Instrument [Line Items] | ||||||
Asset-based credit facility, maximum borrowing capacity | 25,000,000 | |||||
United Kingdom | ||||||
Debt Instrument [Line Items] | ||||||
Asset-based credit facility, maximum borrowing capacity | 45,000,000 | |||||
Japan | The Bank of Tokyo-Mitsubishi UFG Ltd | ||||||
Debt Instrument [Line Items] | ||||||
Asset-based credit facility, maximum borrowing capacity | ¥ 2,000,000,000 | 16,326,000 | ||||
Asset-based credit facilities | $ 13,469,000 | |||||
Asset-based credit facility, interest rate | 1.48% | 1.48% | ||||
Term of credit facility | 1 day |
Financing Arrangements (Convert
Financing Arrangements (Convertible Senior Notes) - Additional Information (Detail) $ / shares in Units, $ in Thousands | Aug. 31, 2012USD ($) | Jun. 30, 2015USD ($)$ / shares | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)d$ / sharesshares | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Convertible senior notes | $ 112,500 | |||||
Convertible senior notes interest rate | 3.75% | |||||
Convertible senior notes due date | Aug. 15, 2019 | |||||
Convertible senior notes, transactional fees | $ 3,537 | |||||
Convertible notes, net | $ 108,969 | 108,969 | $ 108,574 | |||
Convertible senior notes, unamortized discount | 3,531 | $ 3,531 | 3,926 | |||
Convertible senior notes, remaining amortization period | 4 years 1 month 13 days | |||||
Convertible senior notes, total interest and amortization expense recognized | $ 1,248 | $ 1,239 | $ 2,506 | $ 2,475 | ||
Convertible senior notes convertible latest date | Aug. 15, 2019 | |||||
Initial conversion rate, number of common stock issuable | 0.1333333 | |||||
Debt conversion, maximum number of common stock shares | shares | 15,000,000 | |||||
Conversion price per share | $ / shares | $ 7.50 | $ 7.50 | ||||
Threshold percentage of stock price trigger | 130.00% | |||||
Threshold trading days | d | 20 | |||||
Threshold consecutive trading days | 30 days | |||||
Repurchase price as percentage of principal amount of senior notes | 100.00% | |||||
Notes redemption earliest date | Aug. 15, 2015 | |||||
Price to redeem notes as percentage of principal | 100.00% | |||||
Unamortized debt issuance costs | ||||||
Debt Instrument [Line Items] | ||||||
Unamortized, transaction Fees | $ 2,105 | $ 2,105 | 2,358 | |||
Unamortized debt issuance costs | Other Current Assets | ||||||
Debt Instrument [Line Items] | ||||||
Unamortized, transaction Fees | 505 | 505 | 505 | |||
Unamortized debt issuance costs | Other Long Term Assets | ||||||
Debt Instrument [Line Items] | ||||||
Unamortized, transaction Fees | $ 1,600 | $ 1,600 | $ 1,853 |
Earnings per Common Share - Com
Earnings per Common Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings per common share—basic | ||||
Net income | $ 12,818 | $ 3,369 | $ 48,637 | $ 58,681 |
Weighted-average common shares outstanding—basic (in shares) | 78,395 | 77,633 | 78,076 | 77,502 |
Basic earnings per common share (in dollars per share) | $ 0.16 | $ 0.04 | $ 0.62 | $ 0.76 |
Earnings per common share—diluted | ||||
Net income | $ 12,818 | $ 3,369 | $ 48,637 | $ 58,681 |
Add: Interest on convertible debt | 1,260 | 0 | 2,506 | 2,475 |
Net income including assumed conversions | $ 14,078 | $ 3,369 | $ 51,143 | $ 61,156 |
Weighted-average common shares outstanding—basic (in shares) | 78,395 | 77,633 | 78,076 | 77,502 |
Convertible notes weighted-average shares outstanding | 15,000 | 0 | 15,000 | 15,000 |
Options, restricted stock and other dilutive securities | 1,518 | 927 | 1,330 | 865 |
Weighted-average common shares outstanding—diluted | 94,913 | 78,560 | 94,406 | 93,367 |
Dilutive earnings per common share (in dollars per share) | $ 0.15 | $ 0.04 | $ 0.54 | $ 0.66 |
Earnings per Common Share - Add
Earnings per Common Share - Additional Information (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share Disclosure [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 565 | 15,981 | 605 | 1,053 |
Convertible Senior Notes [Member] | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 15,000 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventories: | ||
Raw materials | $ 47,542 | $ 47,661 |
Work-in-process | 424 | 519 |
Finished goods | 123,430 | 159,049 |
Inventories | $ 171,396 | $ 207,229 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 27,210 | $ 27,821 | |
Decrease in goodwill offset amount due to foreign currency fluctuations | 611 | ||
Gross goodwill before impairments | 28,959 | $ 29,570 | |
Aggregate amortization expense on intangible assets | $ 25 | $ 35 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Intangible Assets by Major Asset Class (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Intangible Assets By Major Class [Line Items] | ||
Gross | $ 128,132 | $ 128,132 |
Accumulated Amortization | 39,324 | 39,299 |
Net Book Value | 88,808 | 88,833 |
Trade name, trademark and trade dress and other | ||
Intangible Assets By Major Class [Line Items] | ||
Gross | 88,590 | 88,590 |
Net Book Value | 88,590 | 88,590 |
Patents | ||
Intangible Assets By Major Class [Line Items] | ||
Gross | 31,581 | 31,581 |
Accumulated Amortization | 31,363 | 31,338 |
Net Book Value | $ 218 | 243 |
Patents | Minimum | ||
Intangible Assets By Major Class [Line Items] | ||
Useful Life (years) | 2 years | |
Patents | Maximum | ||
Intangible Assets By Major Class [Line Items] | ||
Useful Life (years) | 16 years | |
Developed technology and other | ||
Intangible Assets By Major Class [Line Items] | ||
Gross | $ 7,961 | 7,961 |
Accumulated Amortization | 7,961 | 7,961 |
Net Book Value | $ 0 | $ 0 |
Developed technology and other | Minimum | ||
Intangible Assets By Major Class [Line Items] | ||
Useful Life (years) | 1 year | |
Developed technology and other | Maximum | ||
Intangible Assets By Major Class [Line Items] | ||
Useful Life (years) | 9 years |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Jun. 30, 2015USD ($) |
Amortization expense related to intangible assets: | |
Remainder of 2015 | $ 26 |
2,016 | 51 |
2,017 | 51 |
2,018 | 51 |
2,019 | 39 |
Total | $ 218 |
Investments (Detail)
Investments (Detail) - USD ($) $ in Thousands | 1 Months Ended | ||
Jan. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2015 | |
Investments, All Other Investments [Abstract] | |||
Cost method investments during period | $ 1,699 | $ 1,699 | |
Investment in TopGolf International, Inc. | $ 50,677 | $ 52,376 | |
Percentage of ownership interest in TopGolf International, Inc. | 20.00% |
Product Warranty - Reconciliati
Product Warranty - Reconciliation of Reserve for Warranty Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Guarantees [Abstract] | ||||
Warranty policy term | 2 years | |||
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||||
Beginning balance | $ 6,408 | $ 7,945 | $ 5,607 | $ 6,406 |
Provision | 1,466 | 1,045 | 3,269 | 3,910 |
Claims paid/costs incurred | (1,427) | (1,594) | (2,429) | (2,920) |
Ending balance | $ 6,447 | $ 7,396 | $ 6,447 | $ 7,396 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||
Income tax provision | $ 1,817 | $ 1,873 | $ 3,455 | $ 3,347 | |
Liability for income taxes associated with uncertain tax positions | 6,386 | 6,386 | |||
Tax benefits associated with potential transfer pricing adjustments | 1,390 | ||||
Tax benefits associated with state income taxes | 4,015 | 4,015 | |||
Net amount of unrecognized tax benefit related to uncertain tax positions that would impact, if recognized, effective income tax rate | 981 | 981 | |||
Unrecognized tax benefit liabilities decrease | 339 | 339 | |||
Gross liability for uncertain tax positions decrease | 62 | 173 | |||
Provision for income taxes related to interest and penalties | 10 | $ 64 | 35 | $ 23 | |
Income tax accrued for payment of interest and penalties | $ 1,027 | $ 1,027 | $ 1,062 |
Income Taxes Major Jurisdiction
Income Taxes Major Jurisdictions No Longer Subject to Audit (Details) | 6 Months Ended |
Jun. 30, 2015 | |
U.S. federal | |
Income Tax Examination [Line Items] | |
Years No Longer Subject to Audit | 2009 and prior |
California (United States) | |
Income Tax Examination [Line Items] | |
Years No Longer Subject to Audit | 2008 and prior |
Canada | |
Income Tax Examination [Line Items] | |
Years No Longer Subject to Audit | 2009 and prior |
Japan | |
Income Tax Examination [Line Items] | |
Years No Longer Subject to Audit | 2008 and prior |
South Korea | |
Income Tax Examination [Line Items] | |
Years No Longer Subject to Audit | 2009 and prior |
United Kingdom | |
Income Tax Examination [Line Items] | |
Years No Longer Subject to Audit | 2010 and prior |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - Jun. 30, 2015 - USD ($) $ in Thousands | Total |
Long Term Purchase Commitment [Line Items] | |
Unconditional purchase obligations, term | 3 years |
Unconditional purchase obligations | $ 82,026 |
Bank of America, N.A. | |
Long Term Purchase Commitment [Line Items] | |
Amount outstanding under letters of credit | $ 1,149 |
Minimum | |
Long Term Purchase Commitment [Line Items] | |
Unconditional purchase obligations, term | 1 year |
Maximum | |
Long Term Purchase Commitment [Line Items] | |
Unconditional purchase obligations, term | 3 years |
Commitments and Contingencies F
Commitments and Contingencies Future Purchase Commitments (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2015 | $ 74,430 |
2,016 | 7,003 |
2,017 | 530 |
2,018 | 63 |
Unconditional purchase obligations | $ 82,026 |
Share-Based Employee Compensa46
Share-Based Employee Compensation - Amounts Recognized for Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Cost of employee share-based compensation included in income, before income tax | $ 1,297 | $ (2,254) | $ 6,667 | $ 3,081 |
Cost of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Cost of employee share-based compensation included in income, before income tax | 106 | (183) | 443 | 126 |
Operating expenses | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Cost of employee share-based compensation included in income, before income tax | $ 1,191 | $ (2,071) | $ 6,224 | $ 2,955 |
Share-Based Employee Compensa47
Share-Based Employee Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Cost (reversal) of employee share-based compensation included in income, before income tax | $ 1,297 | $ (2,254) | $ 6,667 | $ 3,081 | |
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options, shares granted | 0 | 0 | |||
Compensation expense related to stock options | 368 | $ 343 | $ 744 | $ 722 | |
Total unrecognized compensation expense related to non-vested shares granted | $ 845 | $ 845 | |||
Number of years compensation expense to be recognized over | 8 months 12 days | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted | 142,000 | 47,000 | 548,000 | 412,000 | |
Stock units, weighted average grant-date fair value | $ 9.50 | $ 8.66 | $ 8.29 | $ 8.23 | |
Compensation expense related to restricted stocks | $ 841 | $ 753 | $ 1,761 | $ 1,350 | |
Total unrecognized compensation expense related to non-vested shares granted | $ 6,347 | $ 6,347 | |||
Number of years compensation expense to be recognized over | 1 year 8 months 12 days | ||||
Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted | 26,000 | 7,000 | 509,000 | 453,000 | |
Stock units, weighted average grant-date fair value | $ 9.55 | $ 10.34 | $ 7.96 | $ 8.20 | |
Total unrecognized compensation expense related to non-vested shares granted | $ 6,545 | $ 6,545 | |||
Number of years compensation expense to be recognized over | 2 years 1 month 24 days | ||||
Award requisite service period | 1 year | ||||
Vesting period | 3 years | ||||
Cost (reversal) of employee share-based compensation included in income, before income tax | 526 | $ 279 | $ 1,056 | $ 467 | |
Performance Shares | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares awarded as a percentage of granted | 50.00% | ||||
Performance Shares | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares awarded as a percentage of granted | 150.00% | ||||
Phantom Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted | 0 | 0 | |||
Vesting period | 3 years | ||||
Cost (reversal) of employee share-based compensation included in income, before income tax | 73 | 139 | $ 390 | $ 433 | |
Accrued compensation expense | 235 | $ 235 | $ 1,898 | ||
Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock units granted | 0 | 0 | |||
Vesting period | 3 years | ||||
Cost (reversal) of employee share-based compensation included in income, before income tax | (511) | $ (3,490) | $ 2,716 | $ 109 | |
Accrued compensation expense | $ 2,898 | $ 2,898 | $ 3,990 |
Fair Value of Financial Instr48
Fair Value of Financial Instruments - Foreign Currency Exchange Contracts Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring - Foreign Exchange Contract - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset, Fair Value | $ 2,180 | $ 40 |
Derivative Liability, Fair Value | (485) | (246) |
Derivative, Fair Value, Net | 1,695 | (206) |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative Asset, Fair Value | 2,180 | 40 |
Derivative Liability, Fair Value | (485) | (246) |
Derivative, Fair Value, Net | $ 1,695 | $ (206) |
Fair Value of Financial Instr49
Fair Value of Financial Instruments - Fair Value Relating to Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible senior notes, unamortized discount | $ 3,531 | $ 3,926 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible notes | 108,969 | 108,574 |
Amount outstanding under letters of credit | 1,149 | 1,142 |
Carrying Value | ABL Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Credit facilities | 29,130 | 15,235 |
Carrying Value | Japan ABL Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Credit facilities | 13,469 | 0 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible notes | 135,377 | 126,222 |
Amount outstanding under letters of credit | 1,149 | 1,142 |
Fair Value | ABL Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Credit facilities | 29,130 | 15,235 |
Fair Value | Japan ABL Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Credit facilities | $ 13,469 | $ 0 |
Derivatives and Hedging - Addit
Derivatives and Hedging - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Derivative [Line Items] | |||||||
Maximum maturity for foreign currency cash flow hedge | 12 months | ||||||
Maximum maturity for foreign currency derivatives | 12 months | ||||||
Net gains from accumulated other comprehensive loss into net earnings during the next 12 months | $ 2,043 | $ 2,043 | |||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | 2,155 | ||||||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | |||||||
Beginning balance | $ (796) | (5,918) | $ (796) | (796) | |||
Change in fair value of derivative instruments | 717 | 2,059 | |||||
Amounts reclassified from accumulated other comprehensive loss | 112 | ||||||
Amounts reclassified from accumulated other comprehensive loss due to derivative instrument ineffectiveness | 418 | 203 | |||||
Foreign currency translation adjustments | 2,693 | (6,978) | $ 4,514 | (4,285) | $ 4,687 | ||
Ending balance | (3,038) | $ (5,918) | (3,038) | ||||
Foreign currency gains (losses) | 250 | 1,649 | 727 | 2,368 | |||
Foreign Exchange Forward [Member] | Cost Of Goods Sold [Member] | |||||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings (Effective Portion) | 112 | ||||||
Foreign Exchange Forward [Member] | Other Nonoperating Income (Expense) [Member] | |||||||
Derivative [Line Items] | |||||||
Gains in other income (expense) as a result of ineffectiveness | 418 | ||||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain Recognized in Other Income (Expense) (Ineffective Portion) | 621 | ||||||
Designated as Hedging Instrument | Foreign Exchange Contract | |||||||
Derivative [Line Items] | |||||||
Notional amounts of derivatives | 51,892 | 51,892 | |||||
Not Designated as Hedging Instrument | Foreign Exchange Contract | |||||||
Derivative [Line Items] | |||||||
Notional amounts of derivatives | 116,916 | 116,916 | $ 62,866 | ||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument | |||||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings (Effective Portion) | 0 | 0 | |||||
Gain Recognized in Other Income (Expense) (Ineffective Portion) | 0 | 0 | |||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument | Foreign Exchange Forward [Member] | |||||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings (Effective Portion) | 112 | 112 | |||||
Gain Recognized in Other Income (Expense) (Ineffective Portion) | 418 | 621 | |||||
Cash Flow Hedging [Member] | Not Designated as Hedging Instrument | |||||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | $ 0 | $ 0 | |||||
Cash Flow Hedging [Member] | Not Designated as Hedging Instrument | Foreign Exchange Forward [Member] | |||||||
Effect of Cash Flow Hedges on Results of Operations [Abstract] | |||||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | $ 300 | $ 2,155 |
Derivatives and Hedging - Summa
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 Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Foreign currency exchange contracts, asset derivatives designated as hedging instruments, fair value | $ 1,864 | $ 0 |
Foreign currency exchange contracts, asset derivatives not designated as hedging instruments, fair value | 316 | 40 |
Accounts payable and accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Foreign currency exchange contracts, liability derivatives not designated as hedging instruments, fair value | $ 485 | $ 246 |
Derivatives and Hedging - Locat
Derivatives and Hedging - Location of Gains in Consolidated Condensed Statements of Operations that were Recognized and Derivative Contract Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Other (expense) income, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Net Gain (Loss) Recognized in Income on Derivative Instruments | $ (2,251) | $ (4,670) | $ 341 | $ (7,602) |
Segment Information - Informati
Segment Information - Information Utilized by Management to Evaluate its Operating Segments (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | |
Segment Reporting [Abstract] | ||||
Number of operating segments | segment | 2 | |||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 230,504 | $ 231,893 | $ 514,683 | $ 583,767 |
Income before income taxes | 14,635 | 5,242 | 52,092 | 62,028 |
Additions to long-lived assets | 3,481 | 2,317 | 6,130 | 5,333 |
Golf Clubs | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 189,616 | 192,931 | 430,772 | 492,469 |
Income before income taxes | 22,051 | 11,052 | 62,990 | 74,163 |
Additions to long-lived assets | 2,736 | 2,317 | 4,819 | 5,232 |
Golf Balls | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 40,888 | 38,962 | 83,911 | 91,298 |
Income before income taxes | 6,639 | 5,451 | 14,047 | 16,806 |
Additions to long-lived assets | 745 | 0 | 1,311 | 101 |
Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Income before income taxes | $ (14,055) | (11,261) | $ (24,945) | (28,941) |
Reconciling Items | Net sales | ||||
Segment Reporting Information [Line Items] | ||||
Adjustments to prior year amounts | $ 228 | $ 146 |