Cover Page
Cover Page | 3 Months Ended |
Mar. 31, 2021shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Mar. 31, 2021 |
Document Transition Report | false |
Entity File Number | 001-10962 |
Entity Registrant Name | Callaway Golf Company |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 95-3797580 |
Entity Address, Address Line One | 2180 Rutherford Road |
Entity Address, City or Town | Carlsbad |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 92008 |
City Area Code | 760 |
Local Phone Number | 931-1771 |
Title of 12(b) Security | Common Stock, $0.01 par value per share |
Trading Symbol | ELY |
Security Exchange Name | NYSE |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 184,671,923 |
Amendment Flag | false |
Document Fiscal Year Focus | 2021 |
Document Fiscal Period Focus | Q1 |
Entity Central Index Key | 0000837465 |
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 397,289 | $ 366,119 |
Accounts receivable, net | 328,841 | 138,482 |
Inventories | 336,314 | 352,544 |
Prepaid expenses | 43,785 | 20,318 |
Other current assets | 96,962 | 35,164 |
Total current assets | 1,203,191 | 912,627 |
Property, plant and equipment, net | 1,192,278 | 146,495 |
Operating Lease, Right-of-Use Asset | 1,041,395 | 194,776 |
Intangible assets, net | 1,557,875 | 484,339 |
Goodwill | 2,032,057 | 56,658 |
Investment in golf-related venture | 7,250 | 111,442 |
Other assets | 74,511 | 74,263 |
Total assets | 7,108,557 | 1,980,600 |
Current liabilities: | ||
Accounts payable | 138,665 | 92,792 |
Accrued expenses | 241,051 | 183,417 |
Accrued employee compensation and benefits | 87,658 | 30,937 |
Asset-based credit facilities | 15,279 | 22,130 |
Operating lease liabilities, short-term | 51,510 | 29,579 |
Construction advances | 54,874 | 0 |
Deferred revenue | 70,946 | 2,546 |
Other current liabilities | 36,356 | 29,871 |
Total current liabilities | 696,339 | 391,272 |
Long-term liabilities: | ||
Long-term debt (Note 7) | 1,174,990 | 650,564 |
Operating lease liabilities, long-term | 1,155,551 | 177,996 |
Deemed landlord financing, long-term | 1,903 | 447 |
Deferred taxes, net | 198,846 | 58,628 |
Other long-term liabilities | 48,394 | 26,496 |
Commitments and contingencies (Note 14) | ||
Shareholders’ equity: | ||
Preferred stock, $0.01 par value, 3,000,000 shares authorized, none issued and outstanding at March 31, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.01 par value, 240,000,000 shares authorized, 185,612,666 and 95,648,648 shares issued at March 31, 2021 and December 31, 2020, respectively | 1,856 | 956 |
Additional paid-in capital | 3,016,902 | 346,945 |
Retained earnings | 632,650 | 360,228 |
Accumulated other comprehensive loss | (17,446) | (6,546) |
Less: Common stock held in treasury, at cost, 940,743 and 1,446,408 shares at March 31, 2021 and December 31, 2020, respectively | (21,143) | (25,939) |
Total shareholders’ equity | 3,612,819 | 675,644 |
Total liabilities and shareholders’ equity | 7,108,557 | 1,980,600 |
Deemed Landlord Finance Lease | ||
Long-term liabilities: | ||
Deemed landlord financing, long-term | $ 221,618 | $ 0 |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Shareholders’ equity: | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 3,000,000 | 3,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 240,000,000 | 240,000,000 |
Common stock, shares issued (in shares) | 185,612,666 | 95,648,648 |
Common stock held in treasury, shares (in shares) | 940,743 | 1,446,408 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Net revenues: | ||
Total net revenues | $ 651,621 | $ 442,276 |
Costs and expenses: | ||
Other venue expenses | 65,437 | 0 |
Selling, general and administrative expenses | 173,880 | 141,754 |
Research and development expense | 12,745 | 13,240 |
Venue pre-opening costs | 1,845 | 0 |
Total costs and expenses | 575,522 | 401,596 |
Income from operations | 76,099 | 40,680 |
Interest income | 54 | 99 |
Interest expense | (17,511) | (9,214) |
Gain on Topgolf investment | 252,531 | 0 |
Other income, net | 9,031 | 6,480 |
Income before income taxes | 320,204 | 38,045 |
Income tax provision | 47,743 | 9,151 |
Net income | $ 272,461 | $ 28,894 |
Earnings Per Share [Abstract] | ||
Basic (usd per share) | $ 2.32 | $ 0.31 |
Diluted (usd per share) | $ 2.19 | $ 0.30 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 117,482 | 94,309 |
Diluted (in shares) | 124,570 | 95,676 |
Products | ||
Net revenues: | ||
Total net revenues | $ 559,958 | $ 442,276 |
Costs and expenses: | ||
Cost of services, excluding depreciation and amortization | 310,630 | 246,602 |
Services | ||
Net revenues: | ||
Total net revenues | 91,663 | 0 |
Costs and expenses: | ||
Cost of services, excluding depreciation and amortization | $ 10,985 | $ 0 |
CONSOLIDATED CONDENSED STATEM_2
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 272,461 | $ 28,894 |
Other comprehensive income: | ||
Change in derivative instruments | 6,314 | (589) |
Foreign currency translation adjustments | (16,243) | (14,936) |
Comprehensive income, before income tax on other comprehensive income items | 262,532 | 13,369 |
Income tax provision (benefit) on derivative instruments | 971 | (430) |
Comprehensive income | $ 261,561 | $ 13,799 |
CONSOLIDATED CONDENSED STATEM_3
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 272,461 | $ 28,894 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 20,272 | 8,997 |
Lease amortization expense | 10,784 | 8,517 |
Amortization of debt issuance costs | 1,199 | 835 |
Debt discount amortization | 2,866 | 0 |
Deferred taxes, net | 46,401 | 12,409 |
Non-cash share-based compensation | 4,609 | 1,861 |
Loss on disposal of long-lived assets | 0 | 51 |
Gain on Topgolf investment | (252,531) | 0 |
Unrealized net (gains) losses on hedging instruments and foreign currency | (6,146) | 767 |
Acquisition costs | (15,755) | 0 |
Change in assets and liabilities, net of effect from acquisitions: | ||
Accounts receivable, net | (183,835) | (120,075) |
Inventories | 25,415 | 36,982 |
Leasing Receivables | (2,903) | 0 |
Other assets | (18,988) | 19,349 |
Accounts payable and accrued expenses | 6,091 | (58,288) |
Deferred Revenue | 3,921 | 151 |
Accrued employee compensation and benefits | 17,573 | (16,680) |
Change in operating leases, net | (9,245) | (7,041) |
Income taxes receivable/payable, net | (2,649) | (11,356) |
Other liabilities | 1,844 | 945 |
Net cash used in operating activities | (78,616) | (93,682) |
Cash flows from investing activities: | ||
Capital expenditures | (28,821) | (16,953) |
Cash acquired in merger | 171,294 | 0 |
Net cash provided by (used in) investing activities | 142,473 | (16,953) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 0 | 9,766 |
Debt issuance cost | (5,441) | 0 |
(Repayments of) proceeds from credit facilities, net | (6,851) | 191,013 |
Repayments of long-term debt | (5,267) | (3,143) |
Payment on contingent earn-out obligation | (3,577) | 0 |
Repayments of financing leases | (95) | (109) |
Proceeds from lease financing | 3,127 | 0 |
Exercise of stock options | 257 | 130 |
Dividends paid | (3) | (949) |
Acquisition of treasury stock | (12,501) | (21,938) |
Net cash (used in) provided by financing activities | (30,351) | 174,770 |
Effect of exchange rate changes on cash and cash equivalents | (2,336) | (4,166) |
Net increase in cash and cash equivalents | 31,170 | 59,969 |
Cash and cash equivalents at beginning of period | 366,119 | 106,666 |
Cash and cash equivalents at end of period | 397,289 | 166,635 |
Supplemental disclosures: | ||
Cash paid for income taxes, net | 3,145 | 3,983 |
Cash paid for interest and fees | 15,449 | 7,165 |
Non-cash investing and financing activities: | ||
Issuance of treasury stock and common stock for compensatory stock awards released from restriction | 16,565 | 18,129 |
Accrued capital expenditures at period-end | 14,402 | 4,055 |
Financed additions of capital expenditures | 9,827 | 0 |
Issuance of common stock in Topgolf merger | $ 2,650,201 | $ 0 |
CONSOLIDATED CONDENSED STATEM_4
CONSOLIDATED CONDENSED STATEMENT OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Restricted Stock | Options and Restricted Stock | Common Stock | Common StockOptions and Restricted Stock | Additional Paid-in Capital | Additional Paid-in CapitalRestricted Stock | Additional Paid-in CapitalOptions and Restricted Stock | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning Balance (in shares) at Dec. 31, 2019 | 95,649 | 1,451 | |||||||||
Beginning Balance at Dec. 31, 2019 | $ 767,353 | $ 956 | $ 323,600 | $ 489,382 | $ (22,422) | $ (24,163) | |||||
Beginning Balance (ASU 2016-13 (Topic 326)) at Dec. 31, 2019 | (289) | (289) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Share-based compensation | 1,861 | 1,861 | |||||||||
Acquisition of treasury stock (in shares) | (1,167) | ||||||||||
Acquisition of treasury stock | (21,938) | $ (21,938) | |||||||||
Exercise of stock options (in shares) | 20 | ||||||||||
Exercise of stock options | 130 | (203) | $ 333 | ||||||||
Compensatory awards released from restriction | 0 | (18,129) | $ 18,129 | ||||||||
Compensatory awards released from restriction (in shares) | 1,055 | ||||||||||
Stock dividends | 0 | 4 | (34) | $ 30 | |||||||
Stock dividends (in shares) | 0 | 2 | |||||||||
Cash dividends | (949) | (949) | |||||||||
Equity adjustment from foreign currency translation | (14,936) | (14,936) | |||||||||
Change in fair value of derivative instruments, net of tax | (159) | (159) | |||||||||
Net income | 28,894 | 28,894 | |||||||||
Ending Balance (in shares) at Mar. 31, 2020 | 95,649 | 1,541 | |||||||||
Ending Balance at Mar. 31, 2020 | 759,967 | $ 956 | 307,133 | 517,004 | (37,517) | $ (27,609) | |||||
Beginning Balance (in shares) at Dec. 31, 2020 | 95,649 | 1,446 | |||||||||
Beginning Balance at Dec. 31, 2020 | 675,644 | $ 956 | 346,945 | 360,228 | (6,546) | $ (25,939) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Stock issued during period, shares, acquisitions (in shares) | 89,776 | 188 | |||||||||
Stock issued during period, value, acquisitions | 2,650,201 | $ 0 | $ 898 | $ 2 | 2,649,303 | $ (2) | |||||
Share-based compensation | 4,609 | $ 33,051 | 4,609 | $ 33,051 | |||||||
Acquisition of treasury stock (in shares) | (400) | ||||||||||
Acquisition of treasury stock | (12,501) | $ (12,501) | |||||||||
Exercise of stock options (in shares) | 40 | ||||||||||
Exercise of stock options | 257 | (452) | $ 709 | ||||||||
Compensatory awards released from restriction | 0 | (16,565) | $ 16,565 | ||||||||
Compensatory awards released from restriction (in shares) | 864 | ||||||||||
Stock dividends | 0 | 13 | (36) | $ 23 | |||||||
Stock dividends (in shares) | 1 | ||||||||||
Cash dividends | (3) | (3) | |||||||||
Equity adjustment from foreign currency translation | (16,243) | (16,243) | |||||||||
Change in fair value of derivative instruments, net of tax | 5,343 | 5,343 | |||||||||
Net income | 272,461 | 272,461 | |||||||||
Ending Balance (in shares) at Mar. 31, 2021 | 185,613 | 941 | |||||||||
Ending Balance at Mar. 31, 2021 | $ 3,612,819 | $ 1,856 | $ 3,016,902 | $ 632,650 | $ (17,446) | $ (21,143) |
CONSOLIDATED CONDENSED STATEM_5
CONSOLIDATED CONDENSED STATEMENT OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||
Cash dividends (in dollars per share) | $ 0.01 | $ 0.01 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [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 (the “Commission”). 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, 2020 filed with the Commission. 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies The following reflects updates to the Company’s significant accounting policies disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Commission. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Examples of such estimates include determining the nature and timing of satisfaction of performance obligations as it relates to revenue recognition, the valuation of share-based awards, recoverability of long-lived assets, assessing intangible assets and goodwill for impairment, determining the incremental borrowing rate for operating leases, in addition to provisions for warranty, uncollectible accounts receivable, inventory obsolescence, sales returns, future price concessions and tax contingencies and valuation allowances. Actual results may materially differ from these estimates. On an ongoing basis, the Company reviews its estimates to ensure that these estimates appropriately reflect changes in its business or as new information becomes available. Recent Accounting Standards In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-06, "Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity." This ASU simplifies the accounting for convertible instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost. These changes will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that was bifurcated according to previously existing rules. Also, this ASU requires the application of the if-converted method for calculating diluted earnings per share and the treasury stock method will be no longer available. The new guidance is effective for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. Entities may adopt the guidance through either a modified retrospective method of transition or a fully retrospective method of transition. In applying the modified retrospective method, entities should apply the guidance to transactions outstanding as of the beginning of the fiscal year in which the amendments are adopted. The Company completed a preliminary assessment of this ASU, and it anticipates adopting the modified retrospective approach, which will result in a significant increase in its dilutive share-count as the result of calculating the impact of dilution from its convertible notes using the if-converted method. The Company also anticipates a decrease in interest expense resulting from the elimination of the original issuance discount. Under the modified retrospective approach, the Company anticipates recognizing the difference between the removal of the equity component of the convertible notes and the unamortized original issuance discount as an adjustment to beginning retained earnings when it adopts this new standard on January 1, 2022. Adoption of New Accounting Standards The Company adopted ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting." This ASU provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the London Inter-bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. The Company has elected to apply the hedge accounting expedients related to the probability and the assessments of effectiveness of LIBOR-indexed cash flow hedges upon a change in the critical terms of the derivative or the hedged transactions, and upon the end of relief under Topic 848. The Company has elected to continue the method of assessing effectiveness as documented in the original hedge documentation and elects to apply the expedient in ASC 848-50-35-17 (through 35-18) which allows the reference rate on the hypothetical derivative to match the reference rate on the hedging instrument. The adoption of this ASU did not have a material impact on the Company's consolidated financial statements and disclosures. The Company adopted ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes." This ASU removes specific exceptions to the general principles in Accounting Standards Codification ("ASC") Topic 740, "Accounting for Income Taxes" ("Topic 740") and simplifies certain U.S. GAAP requirements. This ASU did not have a material impact on the Company's consolidated condensed financial statements or disclosures. Significant Accounting Policies Leases The Company leases office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles, and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel business in Japan. Certain real estate leases include one or more options to extend the lease term, options to purchase the leased property at the Company's sole discretion or escalation clauses that increase the rent payments over the lease term. When deemed reasonably certain of exercise, the renewal and purchase options are included in the determination of the lease term and lease payment obligation, respectively. The depreciable life of assets and leasehold improvements are limited by the expected lease term unless there is a transfer of title or purchase option reasonably certain of exercise. Certain leases may require an additional contingent rent payment based on a percentage of sales greater than certain specified threshold amounts. The Company recognizes contingent rent expense when it is probable that sales thresholds will be reached during the fiscal year. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. Right-of-use ("ROU") assets represent the right to use an underlying asset during the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. When readily determinable, the Company uses the rate implicit in the lease agreement in determining the present value of minimum lease payments. If the implicit rate is not provided, the Company uses its incremental borrowing rate based on information available at the lease commencement date, including the lease term. At the commencement of a lease, the ROU asset for operating leases is measured by taking the sum of the present value of the lease liability, initial direct costs (if any) and prepaid lease payments (if any) and deducting lease incentives (if any). After the lease commencement date and over the lease term, lease expense is recognized as a single lease cost on a straight-line basis. Lease agreements related to properties are generally comprised of lease components and non-lease components. Non-lease components, such as common area maintenance charges, property taxes and insurance, are expensed as incurred and recognized separately from the straight-line lease expense. Variable lease payments that do not depend on an index or rate, such as rental payments based on a percentage of retail sales over contractual levels, are expensed separately as incurred, and are not included in the measurement of the ROU asset and lease liability. Variable lease payments that depend on an index or rate, such as payments that are adjusted periodically for inflation, are included in the measurement of the ROU asset and lease liability and are recognized on a straight-line basis over the lease term. In certain venue leasing arrangements, due to the Company’s involvement in the construction of leased assets, the Company is considered the owner of the leased assets for accounting purposes. In such cases, in addition to capitalizing the Company’s construction costs, the Company capitalizes the construction costs funded by the landlord related to its leased premises and recognizes a corresponding liability for those costs as construction advances during the construction period. At the end of the construction period, the Company applies sale and leaseback guidance to determine whether the underlying asset should be derecognized. When the application of the sale and leaseback guidance results in a sale, the asset and liability on the Company’s balance sheet are derecognized. When the application of the sale and leaseback guidance results in a failed sale, the asset remains on the Company’s balance sheet and is depreciated over its respective useful life or the lease term, whichever is shorter, and the liability is accounted for as a deemed landlord financing obligation. These deemed landlord financing obligations are generally non-cancelable leases with initial terms of 20 years containing various renewal options following the initial term and escalation clauses that increase the payments over the lease term. With respect to the Company’s Toptracer operations, the Company enters into non-cancelable license agreements that provide software and hardware to driving ranges and hospitality and entertainment venues. These license agreements provide the customer the right to use Company-owned software and hardware products for a specified period generally ranging from three Revenue Recognition The Company accounts for revenue recognition of products and services in accordance with Accounting Standards Codification (“ASC”) Topic 606, "Revenue from Contracts with Customers." See Note 4. Product Revenue The Company recognizes revenue from the sale of its golf clubs, golf balls, lifestyle and outdoor apparel, gear and accessories and golf apparel and accessories when it satisfies the terms of a sales order from a customer, and transfers control of the products ordered to the customer. Control transfers when products are shipped, and in certain cases, when products are received by customers under certain contract terms. In addition, the Company recognizes revenue at the point of sale on transactions with consumers at its retail locations and retail shops at Topgolf locations. Sales taxes, value added taxes and other taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. The Company elected to account for shipping and handling as activities to fulfill the promise to transfer the good. Therefore, shipping and handling fees that are billed to customers are recognized in revenue and the associated shipping and handling costs are recognized in cost of products as soon as control of the goods transfers to the customer. The Company, in exchange for a royalty fee, licenses its trademarks and service marks to third parties for use on products such as golf apparel and footwear, practice aids and other golf accessories. Royalty income is recognized over time as underlying product sales occur, subject to certain minimum royalties, in accordance with the related licensing arrangements. Royalty income is included in the Company's Apparel, Gear and Other operating segment. Revenues from gift cards are deferred and recognized when the cards are redeemed. The Company’s gift cards have no expiration date. The Company recognizes revenue from unredeemed gift cards, otherwise known as breakage, when the likelihood of redemption becomes remote and under circumstances that comply with any applicable state escheatment laws. To determine when redemption is remote, the Company analyzes an aging of unredeemed cards (based on the date the card was last used or the activation date if the card has never been used) and compares that information with historical redemption trends. The Company uses this historical redemption rate to recognize breakage on unredeemed gift cards over the redemption period. The Company does not believe there is a reasonable likelihood that there will be a material change in the future estimates or assumptions used to determine the timing of recognition of gift card revenues. Variable Consideration The amount of revenue the Company recognizes is based on the amount of consideration it expects to receive from customers. The amount of consideration is the sales price adjusted for estimates of variable consideration, including sales returns, discounts, and allowances as well as sales programs, sales promotions and price concessions that are offered by the Company as described below. These estimates are based on the amounts earned or to be claimed by customers on the related sales and are therefore recorded as reductions to sales and trade accounts receivable. The Company’s primary sales program, the “Preferred Retailer Program,” offers potential rebates and discounts for participating retailers in exchange for providing certain benefits to the Company, including the maintenance of agreed upon inventory levels, prime product placement and retailer staff training. Under this program, qualifying retailers can earn either discounts or rebates based upon the amount of product purchased. Discounts are applied and recorded at the time of sale. For rebates, the Company estimates the amount of variable consideration related to the rebate at the time of sale based on the customer’s estimated qualifying current year product purchases. The estimate is based on the historical level of purchases, adjusted for any factors expected to affect the current year purchase levels. The estimated year-end rebate is adjusted quarterly based on actual purchase levels, as necessary. The Preferred Retailer Program is generally short-term in nature and the actual amount of rebate to be paid under this program is known as of the end of the year and paid to customers shortly after year-end. Historically, the Company's actual amount of variable consideration related to its Preferred Retailer Program has not been materially different from its estimates. The Company also offers short-term sales program incentives, which include sell-through promotions and price concessions or price reductions. Sell-through promotions are generally offered throughout the product's life cycle of approximately two years, and price concessions or price reductions are generally offered at the end of the product's life cycle. The estimated variable consideration related to these programs is based on a rate that includes historical and forecasted data. The Company records a reduction to net revenues using this rate at the time of the sale. The Company monitors this rate against actual results and forecasted estimates and adjusts the rate as deemed necessary to reflect the amount of consideration it expects to receive from its customers. There were no material changes to the rate during the three months ended March 31, 2021 and 2020. Historically, the Company's actual amount of variable consideration related to these sales programs has not been materially different from its estimates. The Company records an estimate for anticipated returns as a reduction of sales and cost of sales, and accounts receivable, in the period that the related sales are recorded. Sales returns are estimated based upon historical returns, current economic trends, changes in customer demands and sell-through of products. The Company also offers certain customers sales programs that allow for specific returns. The Company records a return liability as an offset to accounts receivable for anticipated returns related to these sales programs at the time of the sale based on the terms of the sales program. The cost recovery of inventory associated with this reserve is accounted for in other current assets. Historically, the Company’s actual sales returns have not been materially different from management’s original estimates. Services Revenue The Company recognizes revenue from the operation of its Topgolf venues consisting primarily of food and beverage sales, event deposits, fees charged for gameplay, purchases of game credits and membership fees. In addition, services sales are recognized through the redemption of gift cards, sponsorship contracts, franchise fees, leasing revenue, the Company’s World Golf Tour ("WGT") digital golf game and non-refundable deposits for venue reservations. The Company's food and beverage revenue is recognized at the time of sale. Event deposits received from guests attributable to food and beverage purchases are deferred and recognized as revenue when the event is held. Food and beverage revenues are presented net of discounts. All sales taxes collected from guests are excluded from revenue in the consolidated condensed statements of operations and the obligation is included in accrued expenses on the Company’s consolidated condensed balance sheets until the taxes are remitted to the appropriate taxing authorities. Fees charged for gameplay are recognized at the time of purchase. Event deposits received from guests attributable to gameplay purchases are deferred and recognized as revenue when the event is held. Purchases of game credits are deferred and recognized as revenue when: (i) the game credits are redeemed by the guest; or (ii) the likelihood of the game credits being redeemed by the guest is remote (“game credit breakage”). The Company uses historic game credit redemption patterns to determine the likelihood of game credit redemption. Game credit breakage is recorded consistent with the historic redemption pattern. Membership fees received from guests are deferred and recognized as revenue over the estimated life of the associated membership. Revenues from gift cards to purchase for food and beverage or gameplay at Topgolf locations are deferred and recognized when the cards are redeemed, consistent with the gift card policy on product revenues. The Company enters into sponsorship contracts that provide advertising opportunities to market to Topgolf guests in the form of custom displays, lobby displays, digital and print posters and other advertising at Topgolf venues and on Topgolf websites. Sponsorship contracts are typically for a fixed price over a specified length of time and revenue is generally recognized ratably over the contract period unless there is a different predominate pattern of performance. The Company enters into international development agreements that grant franchise partners the right to develop, open and operate a certain number of venues within a particular geographic area. The franchise partner may be required to pay a territory fee upon entering into a development agreement and a franchise fee for each developed venue. The franchisee will also pay ongoing royalty fees based upon a percentage of sales. The initial franchise term provided for each venue generally ranges from 15 to 20 years and provides the option for renewal. The franchise of each individual venue within an arrangement represents a single performance obligation. Therefore, territory fees and franchise fees for each arrangement are allocated to each individual venue and recognized over the term of the respective franchise agreement, including renewal options. Revenue from sales-based royalties is recognized as the related sales occur. The franchisee may also purchase Topgolf-specific equipment and supplies from the Company to be used at the licensed venue. The Company has determined that it is the principal in these transactions and record the related revenue and cost of services on a gross basis. Leasing revenue results from non-cancelable sales-type lease agreements that provide Toptracer software and hardware to driving ranges and hospitality and entertainment venues. See discussion above on sales-type leases. The Company’s WGT digital golf game is a live service that allows players to play for free via web and mobile gaming platforms. Within the WGT digital golf game, players can purchase virtual currency to obtain virtual goods to enhance their game-playing experience. Revenues from purchases of virtual currency are deferred at the point of purchase and recognized as revenue over the average life of a player, determined using historic gameplay activity patterns. Non-refundable deposits received for venue reservations are recognized at the time of purchase. Cost of Products The Company’s cost of products is comprised primarily of variable costs that fluctuate with sales volumes, including raw materials and component costs, merchandise from third parties, conversion costs including direct labor and manufacturing overhead, and inbound freight, duties, and shipping charges. In addition, cost of products include hardware costs with respect to Topgolf's Toptracer license agreements classified as sales-type leases, and retail merchandise costs for products sold in retail shops within Topgolf venue facilities. Fixed overhead expenses include warehousing costs, indirect labor, and supplies, as well as depreciation expense associated with assets used to manufacture and distribute products. In addition, cost of products includes adjustments to reflect inventory at its net realizable value, as well as adjustments for obsolescence and product warranties. Cost of Services The Company’s cost of services primarily consists of food and beverage costs and transaction fees with respect to in-app purchases within the Company’s WGT digital golf game. Food and beverage costs are variable by nature, change with sales volume, and are impacted by product mix and commodity pricing. Cost of services excludes employee costs as well as depreciation and amortization. Other Venue Expenses Other venue expenses consists of salaries and wages, bonuses, commissions, payroll taxes, and other employee costs that directly support venue operations, in addition to rent and occupancy costs, property taxes, depreciation associated with venues, supplies, credit card fees and marketing expenses. Other venue expenses include both fixed and variable components and are therefore not directly correlated with revenue. Venue Pre-Opening Costs Pre-opening costs primarily include costs associated with activities prior to the opening of a new company-operated venue, as well as other costs that are not considered in the evaluation of ongoing performance. Pre-opening costs fluctuate based on the timing, size and location of new company-operated venues. Selling, General and Administrative Expenses (SG&A) SG&A expenses are comprised primarily of employee costs, advertising and promotional costs, tour expenses, legal and professional fees, travel expenses, building and rent expenses, depreciation charges (excluding those related to manufacturing and distribution operations), amortization of intangible assets, and other miscellaneous expenses. Research and Development Research and development expenses are comprised of costs to develop or significantly improve the Company's products and technology, which primarily include the salaries and wages of personnel engaged in research and development activities, research costs and depreciation expense. Other than software development costs qualifying for capitalization, research and development costs are expensed as incurred. Inventories Unless otherwise stated below, the Company's inventory is recorded at the lower of cost or net realizable value, which includes a reserve for excess, obsolete and/or unmarketable inventory. This reserve is regularly assessed based on current inventory levels, sales trends, and historical experience, as well as management’s estimates of market conditions and forecasts of future product demand, all of which are subject to change. The Company utilizes the standard costing method, determined on the first-in, first-out basis, for its golf equipment inventory and soft goods inventory sold under the TravisMathew, OGIO and Callaway brands, and the weighted average costing method for soft goods inventory sold under the Jack Wolfskin brand. Golf equipment inventory, which is directly manufactured by the Company, includes finished goods, raw materials, labor and manufacturing overhead costs and work in process. The Company's soft goods product lines, which are manufactured by third-party contractors, primarily include finished good products. Toptracer hardware and software, food and beverage products and Topgolf-specific retail merchandise inventories are stated at weighted average cost. Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over estimated useful lives generally as follows: Buildings and improvements 10-40 years Machinery and equipment 5-10 years Furniture, computers and equipment 3-5 years Internal-use software 3-5 years Production molds 2-5 years Buildings capitalized in conjunction with deemed landlord financing where the Company is deemed to be the accounting owner are depreciated, less residual value, over the shorter of 20 years or the lease term. Normal repairs and maintenance costs are expensed as incurred. Expenditures that materially increase values, change capacities, or extend useful lives are capitalized. The related costs and accumulated depreciation of disposed assets are eliminated and any resulting gain or loss on disposition is recognized in earnings. Construction in-process consists primarily of costs associated with building improvements, machinery and equipment and venues under construction that have not yet been placed into service, unfinished molds as well as in-process internal-use software. In accordance with ASC Topic 350-40, “Internal-Use Software,” the Company capitalizes certain costs incurred in connection with developing or obtaining internal use software. Costs incurred in the preliminary project stage are expensed. All direct external costs incurred to develop internal-use software during the development stage are capitalized and depreciated using the straight-line method over the remaining estimated useful lives. Costs such as maintenance and training are expensed as incurred. Goodwill and Intangible Assets The Company's intangible assets, which are comprised of goodwill, trade names, trademarks, service marks, trade dress, customer and distributor relationships, developed technology, non-competes and patents were acquired in connection with the acquisitions of Odyssey Sports, Inc., FrogTrader, Inc., OGIO, TravisMathew, Jack Wolfskin, certain foreign distributors and the recently completed merger with Topgolf on March 8, 2021. In accordance with ASC Topic 350, “Intangibles—Goodwill and Other,” goodwill and intangible assets with indefinite lives are not amortized but instead are measured for impairment at least annually or more frequently when events indicate that an impairment exists. The Company calculates impairment as the excess of the carrying value of goodwill and other indefinite-lived intangible assets over their estimated fair value. If the carrying value exceeds the estimate of fair value a write-down is recorded. To determine fair value, the Company uses discounted cash flow estimates, quoted market prices, royalty rates when available and independent appraisals when appropriate. During the second quarter of 2020, due to the significant disruptions caused by the COVID-19 pandemic on the Company's operations, the Company performed a qualitative assessment considering the macroeconomic conditions caused by the COVID-19 pandemic, and the potential impact on the Company's revenue and operating income for the remainder of fiscal 2020 and potentially beyond. As a result, the Company determined that there were indicators of impairment, and proceeded with a quantitative assessment to test the recoverability of goodwill for all its reporting units, in addition to the recoverability of indefinite-lived intangible assets, consisting primarily of the trade names and trademarks associated with the Company's brands. Based on this assessment, the Company determined that the fair values of the Jack Wolfskin reporting unit and the Jack Wolfskin trade name were less than their carrying values. As a result, during the second quarter of 2020, the Company recognized impairment losses to write-off the goodwill associated with the Jack Wolfskin reporting unit and write-down the trade name associated with the Jack Wolfskin brand name to its new estimated fair value. There were no further impairments recognized over the remainder of 2020. For further discussion, see Note 9. Intangible assets that are determined to have definite lives are amortized over their estimated useful lives and are measured for impairment in accordance with ASC Topic 360-10-35, “Impairment or Disposal of Long-Lived Assets” as discussed above, only when events or circumstances indicate the carrying value may be impaired. See Note 9 for further discussion of the Company’s intangible assets. Costs related to the development, maintenance, or renewal of internally developed intangible assets that are inherent in the Company's continuing business and relate to the Company as a whole, that were not acquired as a part of a business combination or asset acquisition, are expensed as incurred. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | Note 3. Leases The Company leases office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles, and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel business in Japan. The Company also enters into non-cancellable agreements with driving ranges and hospitality and entertainment venues to license Toptracer software and hardware, which are classified as sales-type leases. Deemed Landlord Financing Leases As of March 31, 2021, the Company accounted for two deemed landlord financing leases that did not meet the sale-leaseback criteria upon the completion of construction in accordance with ASC 842. As of March 31, 2021, the Company was the accounting owner of ten landlord buildings under deemed landlord financing contracts. As of March 31, 2021, the net book value included in property, plant and equipment related to these buildings on the consolidated condensed balance sheet totaled $280,864,000. The Company depreciates these properties over the initial lease term of 20 years or over their estimated useful life, whichever is shorter. Sales-Type Leases Leasing revenue attributed to sales-type leases was $3,893,000 for the three months ended March 31, 2021, which was included in services revenues within the consolidated condensed statement of operations. Leasing receivables related to the Company’s net investment in sales-type leases are as follows (in thousands): Balance Sheet Location March 31, Leasing receivables, net - current Other current assets $ 8,957 Leasing receivables - long-term Other assets 29,903 $ 38,860 Operating Leases In response to the COVID-19 pandemic, the Company received certain rent concessions in the form of deferments and abatement on a few of its operating leases. The Company opted to not modify these leases in accordance with the FASB Staff Q&A-Topic 842 and Topic 840: "Accounting For Lease Concessions Related to the Effects of the COVID-19 Pandemic" issued in April 2020, and account for these concessions as if they were made under the enforceable rights included in the original agreement. Rent deferments were recorded as a payable and paid at a later negotiated date. Rent abatements were recognized as reductions in rent expense over the periods covered by the abatement period. As of March 31, 2021 and December 31, 2020 the Company recorded rent deferments of $3,425,000 and $687,000, respectively, which were recorded in accrued expenses, and $9,345,000 other long-term liabilities in the consolidated condensed balance sheets as of March 31, 2021. Of the rent deferments recorded as of March 31, 2021, $12,770,000 was recorded in connection with the Topgolf merger in March 2021. There were no rent abatements recorded for the three months ended March 31, 2021 or 2020. Supplemental balance sheet information related to leases is as follows (in thousands): Balance Sheet Location March 31, December 31, 2020 Operating Leases ROU assets, net Operating lease ROU assets, net $ 1,041,395 $ 194,776 Lease liabilities, short-term Operating lease liabilities, short-term $ 51,510 $ 29,579 Lease liabilities, long-term Operating lease liabilities, long-term $ 1,155,551 $ 177,996 Deemed Landlord Financing Lease liabilities, short-term Accrued expenses $ 1,567 $ — Lease liabilities, long-term Deemed landlord financing, long-term $ 221,618 $ — Finance Leases ROU assets, net, Other assets $ 2,761 $ 1,003 Lease liabilities, short-term Accrued expenses $ 1,090 $ 252 Lease liabilities, long-term Long-term other $ 1,903 $ 447 The components of lease expense are as follows (in thousands): Three Months Ended 2021 2020 Operating lease costs $ 20,497 $ 11,022 Financing lease costs: Amortization of right-of-use assets 322 167 Interest on lease liabilities 20 11 Total financing lease costs 342 178 Variable lease costs 579 1,296 Total lease costs $ 21,418 $ 12,496 Other information related to leases was as follows (in thousands): Three Months Ended Supplemental Cash Flows Information 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 18,852 $ 9,331 Operating cash flows from finance leases $ 9 $ 11 Financing cash flows from finance leases $ 95 $ 109 Lease liabilities arising from new ROU assets: Operating leases $ 28,419 $ 51,851 Finance leases $ 29 $ 22 March 31, 2021 December 31, 2020 Weighted average remaining lease term (years): Operating leases 14.6 9.8 Finance leases 2.8 3.0 Weighted average discount rate: Operating leases 8.2 % 5.3 % Finance leases 5.3 % 3.9 % Future minimum lease obligations as of March 31, 2021 were as follows (in thousands): Operating Leases DLF Leases Finance Leases Remainder of 2021 $ 111,570 $ 13,253 $ 902 2022 146,151 20,026 1,171 2023 143,834 19,862 736 2024 141,171 20,054 352 2025 139,169 20,380 26 Thereafter 1,464,450 355,973 9 Total future lease payments 2,146,345 449,548 3,196 Less: imputed interest 939,284 226,363 203 Total $ 1,207,061 $ 223,185 $ 2,993 Lease payments exclude $828,530,000 related to 14 non-cancellable leases that have been signed as of March 31, 2021 but have not yet commenced. Of the 14 leases, five are scheduled to commence in 2021. The Company's minimum capital commitment related to these leases was approximately $75,000,000 as of March 31, 2021. As the Company is actively involved in the construction of these properties, the Company recorded $58,103,000 in construction costs within property, plant and equipment as of March 31, 2021. In addition, the Company recorded $54,874,000 in advances from the landlord in connection with properties under construction as of March 31, 2021. The Company will determine the lease classification for properties currently under construction at the end of the construction period. The initial base term upon the commencement of these leases is generally 20 years. |
Leases | Note 3. Leases The Company leases office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles, and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel business in Japan. The Company also enters into non-cancellable agreements with driving ranges and hospitality and entertainment venues to license Toptracer software and hardware, which are classified as sales-type leases. Deemed Landlord Financing Leases As of March 31, 2021, the Company accounted for two deemed landlord financing leases that did not meet the sale-leaseback criteria upon the completion of construction in accordance with ASC 842. As of March 31, 2021, the Company was the accounting owner of ten landlord buildings under deemed landlord financing contracts. As of March 31, 2021, the net book value included in property, plant and equipment related to these buildings on the consolidated condensed balance sheet totaled $280,864,000. The Company depreciates these properties over the initial lease term of 20 years or over their estimated useful life, whichever is shorter. Sales-Type Leases Leasing revenue attributed to sales-type leases was $3,893,000 for the three months ended March 31, 2021, which was included in services revenues within the consolidated condensed statement of operations. Leasing receivables related to the Company’s net investment in sales-type leases are as follows (in thousands): Balance Sheet Location March 31, Leasing receivables, net - current Other current assets $ 8,957 Leasing receivables - long-term Other assets 29,903 $ 38,860 Operating Leases In response to the COVID-19 pandemic, the Company received certain rent concessions in the form of deferments and abatement on a few of its operating leases. The Company opted to not modify these leases in accordance with the FASB Staff Q&A-Topic 842 and Topic 840: "Accounting For Lease Concessions Related to the Effects of the COVID-19 Pandemic" issued in April 2020, and account for these concessions as if they were made under the enforceable rights included in the original agreement. Rent deferments were recorded as a payable and paid at a later negotiated date. Rent abatements were recognized as reductions in rent expense over the periods covered by the abatement period. As of March 31, 2021 and December 31, 2020 the Company recorded rent deferments of $3,425,000 and $687,000, respectively, which were recorded in accrued expenses, and $9,345,000 other long-term liabilities in the consolidated condensed balance sheets as of March 31, 2021. Of the rent deferments recorded as of March 31, 2021, $12,770,000 was recorded in connection with the Topgolf merger in March 2021. There were no rent abatements recorded for the three months ended March 31, 2021 or 2020. Supplemental balance sheet information related to leases is as follows (in thousands): Balance Sheet Location March 31, December 31, 2020 Operating Leases ROU assets, net Operating lease ROU assets, net $ 1,041,395 $ 194,776 Lease liabilities, short-term Operating lease liabilities, short-term $ 51,510 $ 29,579 Lease liabilities, long-term Operating lease liabilities, long-term $ 1,155,551 $ 177,996 Deemed Landlord Financing Lease liabilities, short-term Accrued expenses $ 1,567 $ — Lease liabilities, long-term Deemed landlord financing, long-term $ 221,618 $ — Finance Leases ROU assets, net, Other assets $ 2,761 $ 1,003 Lease liabilities, short-term Accrued expenses $ 1,090 $ 252 Lease liabilities, long-term Long-term other $ 1,903 $ 447 The components of lease expense are as follows (in thousands): Three Months Ended 2021 2020 Operating lease costs $ 20,497 $ 11,022 Financing lease costs: Amortization of right-of-use assets 322 167 Interest on lease liabilities 20 11 Total financing lease costs 342 178 Variable lease costs 579 1,296 Total lease costs $ 21,418 $ 12,496 Other information related to leases was as follows (in thousands): Three Months Ended Supplemental Cash Flows Information 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 18,852 $ 9,331 Operating cash flows from finance leases $ 9 $ 11 Financing cash flows from finance leases $ 95 $ 109 Lease liabilities arising from new ROU assets: Operating leases $ 28,419 $ 51,851 Finance leases $ 29 $ 22 March 31, 2021 December 31, 2020 Weighted average remaining lease term (years): Operating leases 14.6 9.8 Finance leases 2.8 3.0 Weighted average discount rate: Operating leases 8.2 % 5.3 % Finance leases 5.3 % 3.9 % Future minimum lease obligations as of March 31, 2021 were as follows (in thousands): Operating Leases DLF Leases Finance Leases Remainder of 2021 $ 111,570 $ 13,253 $ 902 2022 146,151 20,026 1,171 2023 143,834 19,862 736 2024 141,171 20,054 352 2025 139,169 20,380 26 Thereafter 1,464,450 355,973 9 Total future lease payments 2,146,345 449,548 3,196 Less: imputed interest 939,284 226,363 203 Total $ 1,207,061 $ 223,185 $ 2,993 Lease payments exclude $828,530,000 related to 14 non-cancellable leases that have been signed as of March 31, 2021 but have not yet commenced. Of the 14 leases, five are scheduled to commence in 2021. The Company's minimum capital commitment related to these leases was approximately $75,000,000 as of March 31, 2021. As the Company is actively involved in the construction of these properties, the Company recorded $58,103,000 in construction costs within property, plant and equipment as of March 31, 2021. In addition, the Company recorded $54,874,000 in advances from the landlord in connection with properties under construction as of March 31, 2021. The Company will determine the lease classification for properties currently under construction at the end of the construction period. The initial base term upon the commencement of these leases is generally 20 years. |
Leases | Note 3. Leases The Company leases office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles, and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel business in Japan. The Company also enters into non-cancellable agreements with driving ranges and hospitality and entertainment venues to license Toptracer software and hardware, which are classified as sales-type leases. Deemed Landlord Financing Leases As of March 31, 2021, the Company accounted for two deemed landlord financing leases that did not meet the sale-leaseback criteria upon the completion of construction in accordance with ASC 842. As of March 31, 2021, the Company was the accounting owner of ten landlord buildings under deemed landlord financing contracts. As of March 31, 2021, the net book value included in property, plant and equipment related to these buildings on the consolidated condensed balance sheet totaled $280,864,000. The Company depreciates these properties over the initial lease term of 20 years or over their estimated useful life, whichever is shorter. Sales-Type Leases Leasing revenue attributed to sales-type leases was $3,893,000 for the three months ended March 31, 2021, which was included in services revenues within the consolidated condensed statement of operations. Leasing receivables related to the Company’s net investment in sales-type leases are as follows (in thousands): Balance Sheet Location March 31, Leasing receivables, net - current Other current assets $ 8,957 Leasing receivables - long-term Other assets 29,903 $ 38,860 Operating Leases In response to the COVID-19 pandemic, the Company received certain rent concessions in the form of deferments and abatement on a few of its operating leases. The Company opted to not modify these leases in accordance with the FASB Staff Q&A-Topic 842 and Topic 840: "Accounting For Lease Concessions Related to the Effects of the COVID-19 Pandemic" issued in April 2020, and account for these concessions as if they were made under the enforceable rights included in the original agreement. Rent deferments were recorded as a payable and paid at a later negotiated date. Rent abatements were recognized as reductions in rent expense over the periods covered by the abatement period. As of March 31, 2021 and December 31, 2020 the Company recorded rent deferments of $3,425,000 and $687,000, respectively, which were recorded in accrued expenses, and $9,345,000 other long-term liabilities in the consolidated condensed balance sheets as of March 31, 2021. Of the rent deferments recorded as of March 31, 2021, $12,770,000 was recorded in connection with the Topgolf merger in March 2021. There were no rent abatements recorded for the three months ended March 31, 2021 or 2020. Supplemental balance sheet information related to leases is as follows (in thousands): Balance Sheet Location March 31, December 31, 2020 Operating Leases ROU assets, net Operating lease ROU assets, net $ 1,041,395 $ 194,776 Lease liabilities, short-term Operating lease liabilities, short-term $ 51,510 $ 29,579 Lease liabilities, long-term Operating lease liabilities, long-term $ 1,155,551 $ 177,996 Deemed Landlord Financing Lease liabilities, short-term Accrued expenses $ 1,567 $ — Lease liabilities, long-term Deemed landlord financing, long-term $ 221,618 $ — Finance Leases ROU assets, net, Other assets $ 2,761 $ 1,003 Lease liabilities, short-term Accrued expenses $ 1,090 $ 252 Lease liabilities, long-term Long-term other $ 1,903 $ 447 The components of lease expense are as follows (in thousands): Three Months Ended 2021 2020 Operating lease costs $ 20,497 $ 11,022 Financing lease costs: Amortization of right-of-use assets 322 167 Interest on lease liabilities 20 11 Total financing lease costs 342 178 Variable lease costs 579 1,296 Total lease costs $ 21,418 $ 12,496 Other information related to leases was as follows (in thousands): Three Months Ended Supplemental Cash Flows Information 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 18,852 $ 9,331 Operating cash flows from finance leases $ 9 $ 11 Financing cash flows from finance leases $ 95 $ 109 Lease liabilities arising from new ROU assets: Operating leases $ 28,419 $ 51,851 Finance leases $ 29 $ 22 March 31, 2021 December 31, 2020 Weighted average remaining lease term (years): Operating leases 14.6 9.8 Finance leases 2.8 3.0 Weighted average discount rate: Operating leases 8.2 % 5.3 % Finance leases 5.3 % 3.9 % Future minimum lease obligations as of March 31, 2021 were as follows (in thousands): Operating Leases DLF Leases Finance Leases Remainder of 2021 $ 111,570 $ 13,253 $ 902 2022 146,151 20,026 1,171 2023 143,834 19,862 736 2024 141,171 20,054 352 2025 139,169 20,380 26 Thereafter 1,464,450 355,973 9 Total future lease payments 2,146,345 449,548 3,196 Less: imputed interest 939,284 226,363 203 Total $ 1,207,061 $ 223,185 $ 2,993 Lease payments exclude $828,530,000 related to 14 non-cancellable leases that have been signed as of March 31, 2021 but have not yet commenced. Of the 14 leases, five are scheduled to commence in 2021. The Company's minimum capital commitment related to these leases was approximately $75,000,000 as of March 31, 2021. As the Company is actively involved in the construction of these properties, the Company recorded $58,103,000 in construction costs within property, plant and equipment as of March 31, 2021. In addition, the Company recorded $54,874,000 in advances from the landlord in connection with properties under construction as of March 31, 2021. The Company will determine the lease classification for properties currently under construction at the end of the construction period. The initial base term upon the commencement of these leases is generally 20 years. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Note 4. Revenue Recognition The Company primarily recognizes revenue from the sale of its products and operation of its venues. Revenue from product sales include golf clubs, golf balls, lifestyle and outdoor apparel, gear and accessories and golf apparel and accessories. The Company sells its products to customers, which include on- and off-course golf shops and national retail stores, as well as to consumers through its e-commerce business and at its apparel retail and venue locations. The Company's product revenues also includes royalty income from third parties from the licensing of certain soft goods products. Revenue from services primarily includes venue sales of food and beverage and fees charged for gameplay, and the sale of game credits to guests. Service Revenues also include franchise fees from franchised international venues, as well as revenue from gift cards, sponsorship contracts, franchise fees, leasing revenue and non-refundable deposits received for venue reservations. In addition, the Company recognizes service revenues through its online multiplayer WGT digital golf game. The Company's contracts with customers for its products are generally in the form of a purchase order. In certain cases, the Company enters into sales agreements containing specific terms, discounts and allowances. The Company enters into licensing agreements with certain distributors and, with respect to the Company's Toptracer operations, driving ranges and hospitality and entertainment venues. The Company has three operating and reportable segments, namely the Golf Equipment operating segment, the Apparel, Gear and Other operating segment, and the Topgolf operating segment. Revenue attributable to the Topgolf operating segment is for the period beginning March 8, 2021 (merger date) through April 4, 2021. The following table presents the Company's revenue disaggregated by major product category and operating and reportable segment (in thousands): Operating and Reportable Segments Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Golf Equipment Apparel, Gear Topgolf Total Golf Equipment Apparel, Gear Total Major revenue categories: Golf clubs $ 316,353 $ — $ — $ 316,353 $ 251,224 $ — $ 251,224 Golf balls 60,529 — — 60,529 40,437 — 40,437 Apparel — 95,289 — 95,289 — 77,290 77,290 Gear, accessories & other — 86,813 — 86,813 — 73,325 73,325 Venues — — 85,170 85,170 — — — Other business lines — — 7,467 7,467 — — — $ 376,882 $ 182,102 $ 92,637 $ 651,621 $ 291,661 $ 150,615 $ 442,276 The Topgolf segment includes an immaterial amount of golf clubs, golf balls, and apparel sales, which are reflected within product sales within the consolidated condensed statement of operations for the three months ended March 31, 2021. The Apparel, Gear and Other and Topgolf segments include royalty income from licensing agreements of $10,868,000 and $5,545,000 for the three months ended March 31, 2021 and 2020, respectively. As of March 31, 2021 and December 31, 2020, the Company's deferred revenue liability was $70,946,000 and $2,546,000, respectively. The balance as of March 31, 2021 included a deferred revenue liability of $68,093,000 in the Topgolf segment related to gift cards, event deposits, lifetime memberships, prepaid sponsorship, premium membership, the WGT digital golf game, and game credits. Revenue from redeemed gift cards and gift card breakage was $3,306,000 and $525,000 for the three months ended March 31, 2021 and 2020, respectively. Deferred revenue from redeemed event deposits, lifetime memberships, prepaid sponsorship, premium membership, WGT digital golf game, game credits, and the corresponding breakage was $24,740,000 for the three months ended March 31, 2021. The following table summarizes revenue by geographical areas in which the Company operates (in thousands): Three Months Ended 2021 2020 Revenue by Major Geographic Region: United States $ 388,222 $ 217,503 Europe 108,345 96,719 Japan 71,886 77,347 Rest of World 83,168 50,707 $ 651,621 $ 442,276 The Company sells its golf equipment products and apparel, gear and accessories in the United States and internationally, with its principal international regions being Japan and Europe. On a regional basis, sales of golf equipment are generally higher than sales of apparel gear and other in most regions other than Europe, which has a higher concentration of apparel, gear and other sales as a result of Jack Wolfskin, which is headquartered in Germany. Venues revenue is higher in the United States, as Topgolf has more domestic venues than international. The Company records an estimate for anticipated returns as a reduction of product revenues and cost of products, and accounts receivable, in the period that the related sales are recorded. Sales returns are estimated based upon historical returns, current economic trends, changes in customer demands and sell-through of products. The Company also offers certain customers sales programs that allow for specific returns. The Company records a return liability as an offset to accounts receivable for anticipated returns related to these sales programs at the time of sale based on the terms of the sales program. The cost recovery of inventory associated with this reserve is accounted for in other current assets. The Company's provision for sales returns will fluctuate with the seasonality of the business, while actual sales returns are generally more heavily weighted toward the back half of the year as the golf season comes to an end. Historically, the Company’s actual sales returns have not been materially different from management’s original estimates. The following table provides a reconciliation of the activity related to the Company’s sales return reserve (in thousands): Three Months Ended 2021 2020 Beginning balance $ 43,986 $ 34,314 Provision 35,890 35,636 Sales returns (19,092) (18,958) Ending balance $ 60,784 $ 50,992 |
Estimated Credit Losses
Estimated Credit Losses | 3 Months Ended |
Mar. 31, 2021 | |
Credit Loss [Abstract] | |
Estimated Credit Losses | Note 5. Estimated Credit Losses The Company's trade accounts receivable are recorded at net realizable value, which includes an appropriate allowance for estimated credit losses, as well as reserves related to product returns and sales programs as described in Note 4. Under ASC Topic 326, the “expected credit loss” model replaces the “incurred loss” model and requires consideration of a broader range of information to estimate expected credit losses over the life of the asset. The Company's prior methodology for estimating credit losses on trade accounts receivable did not differ significantly from the new requirements of ASC 326. Specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. An estimate of credit losses for the remaining customers in the aggregate is based upon historical bad debts, current customer receivable balances, age of customer receivable balances, the customers' financial condition, all of which are subject to change. Additionally, the Company’s monitoring activities now consider future reasonable and supportable forecasts of economic conditions to adjust all general reserve percentages as necessary. Balances are written off when determined to be uncollectible. The Company considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic and determined, based on current information, that the estimate of credit losses as of March 31, 2021 was not significantly impacted. Actual uncollected amounts have historically been consistent with the Company’s expectations. The Company's payment terms on its receivables from customers are generally 60 days or less. The following table provides a reconciliation of the activity related to the Company’s allowance for estimated credit losses (in thousands): Three Months Ended 2021 2020 Beginning balance $ 8,841 $ 5,992 Adjustment due to the adoption of Topic 326 — 289 (Recovery)/provision for credit losses (378) 13 Write-off of uncollectible amounts, net of recoveries (1,662) (154) Ending balance $ 6,801 $ 6,140 |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Note 6. Business Combinations Merger with Topgolf International, Inc. On March 8, 2021, the Company completed its previously announced merger with Topgolf, pursuant to the terms of an Agreement and Plan of Merger, dated as of October 27, 2020 (the “Merger Agreement”). Topgolf is a leading tech-enabled golf entertainment business, with an innovative platform that comprises its state-of-the-art open-air golf and entertainment venues, revolutionary Toptracer ball-tracking technology and innovative media platform with a differentiated position in eSports. The combined company will benefit from a compelling family of brands with reach across multiple channels including retail, venues, e-commerce and digital communities. Pursuant to the terms of the Merger Agreement, at the closing of the merger, the Company issued approximately 89,776,450 unrestricted and fully vested shares of its common stock to the stockholders of Topgolf (excluding approximately 12,329,721 shares of the Company’s common stock that would have been allocated to the Company in the merger based on the shares of Topgolf held by the Company) for 100% of the outstanding equity of Topgolf, at an exchange ratio based on an equity value of Topgolf of $1,987,000,000 (or $1,748,000,000 excluding Topgolf shares that were held by the Company) and a price per share of the Company's common stock fixed at $19.40 per share (the “Callaway Share Price”). The actual purchase consideration upon the closing of the merger of $3,014,174,000 (or $2,650,201,000 excluding Topgolf shares that were held by the Company) was based on the number of shares of the Company’s common stock issued, multiplied by the closing price of $29.52 of the Company's common stock on March 8, 2021. Additionally, the Company converted certain stock options previously held by former equity holders of Topgolf into options to purchase a number of shares of Callaway common stock, and certain outstanding restricted stock awards of Topgolf, into 187,568 shares of Callaway common stock (together, the "replacement awards"). The Company included $33,051,000 in the consideration transferred in the merger for these replacement awards, which represents the fair value of the vested portion the replacement awards. The unvested portion of these replacement awards related to future services that will be rendered in the post-combination period will be recognized as compensation expense over the remaining vesting period. In addition, the Company converted issued and outstanding warrants to purchase certain preferred shares of Topgolf into a warrant to purchase a number of shares of Callaway common stock. The fair value of the consideration transferred in the merger related to these warrants totaled $1,625,000. The purchase consideration, together with the fair value of the consideration transferred for outstanding stock awards and warrants totaled $3,048,850,000. The Company previously held approximately 14.3% of Topgolf's outstanding shares. Immediately following the closing of the merger, the Company's stockholders, as of immediately prior to the merger, owned approximately 51.3% of the outstanding shares of the combined company, and former Topgolf stockholders, other than Callaway, owned approximately 48.7% of the outstanding shares of the combined company. The Company allocated the purchase price to the net identifiable tangible and intangible assets acquired and liabilities assumed based on their preliminary estimated fair values as of the date of acquisition. Identifiable intangible assets include the Topgolf trade name, developed technology, Topgolf's investment in Swing Suite golf and multi-sport simulator, customer relationships and liquor licenses. The excess of the purchase price over the estimated fair value of the net assets and liabilities was allocated to goodwill. The Company determined the preliminary estimated fair values after review and consideration of relevant information as of the acquisition date, including discounted cash flows, quoted market prices and estimates made by management. The fair values assigned to tangible and intangible assets acquired and liabilities assumed are preliminary based on management's estimates and assumptions and may be subject to change as additional information is received and certain tax returns are finalized. We expect to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. The allocation of the purchase price presented below was based on management's preliminary estimate of the fair values of the acquired assets and assumed liabilities using valuation techniques including income, cost and market approaches. These valuation techniques incorporate the use of expected future revenues, cash flows and growth rates as well as estimated discount rates. Current and noncurrent assets and liabilities are valued at historical carrying values, which approximates fair value. The trade name was valued under the royalty savings income approach method, which is equal to the present value of the after-tax royalty savings attributable to owning the trade name as opposed to paying a third party for its use. For this valuation the Company used a royalty rate of 2.5%, which is reflective of royalty rates paid in market transactions, and a discount rate of 8.5% on the future cash flows generated by the net after-tax savings. The fair value of the Topgolf hitting bays, Toptracer ball-tracking technology and the WGT digital game was based on a combination of valuation methodologies, including the residual net income approach, royalty savings income approach and the cost approach. Customer relationships and liquor licenses were valued using the replacement cost method. The Company amortizes the fair value of the finite-lived intangibles, which include technology and customer relationships, over a period ranging between one In connection with the merger, during the quarter ended March 31, 2021, the Company recognized transaction costs of approximately $15,755,000, consisting primarily of advisor, legal, valuation and accounting fees. These transaction costs were recorded in selling, general & administrative expenses. There were no transaction costs incurred during the three months ended March 31, 2020. The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date based on the preliminary purchase price allocation (in thousands): At March 8, 2021 Assets Acquired Cash $ 171,294 Accounts receivable 11,277 Inventories 14,661 Other current assets 52,233 Property and equipment 1,018,647 Operating lease right-of-use assets 833,812 Investments 7,673 Other assets 33,664 Intangibles - trade name 994,200 Intangibles - technology & customer relationships 91,928 Goodwill 1,412,361 Total assets acquired 4,641,750 Liabilities Assumed Accounts Payable and accrued liabilities 89,428 Accrued employee costs 36,992 Construction advances 60,333 Deferred revenue 66,232 Other current liabilities 7,821 Long-term debt 535,096 Deemed landlord financing 179,840 Operating lease liabilities 1,023,338 Other long-term liabilities 23,538 Deferred tax liabilities 133,502 Net assets acquired $ 2,485,630 Goodwill allocated to other business units 563,220 Total purchase price and consideration transferred in the merger $ 3,048,850 Supplemental Pro-Forma Information (Unaudited) The following table presents supplemental pro-forma information for the three months ended March 31, 2021 and 2020 as if the merger with Topgolf had occurred on January 1, 2020. These amounts have been calculated after applying the Company's accounting policies and are based upon currently available information. For this analysis, the Company assumed that gains and costs associated with the merger, including a gain of $252,531,000 recognized on the Company's pre-acquisition investment in Topgolf, acquisition costs of $15,755,000 and a valuation allowance of $38,927,000 against certain net operating losses and tax credit carryforwards, in addition to the amortization of estimated intangible assets and other fair value adjustments, as well as the tax effect on those costs, were recognized as of January 1, 2020. Pre-acquisition net sales and net income amounts for Topgolf were derived from the books and records of Topgolf prepared prior to the acquisition and are presented for informational purposes only and do not purport to be indicative of the results of future operations or of the results that would have occurred had the acquisition taken place as of the dates noted below. Three Months Ended 2021 2020 (in thousands) Net revenues $ 794,565 $ 666,134 Net income $ 44,216 $ 165,749 Supplemental Information of Operating Results For the three months ended March 31, 2021, the Company's consolidated condensed results of operations included net revenues of $92,637,000 and a net loss of $3,057,000 attributable to Topgolf for the period beginning March 8, 2021 (merger date) through April 4, 2021. The Topgolf results of operations include depreciation and amortization of $10,831,000, interest expense of $293,000 related to the accretion of the fair value adjustment on long-term debt, and transition-related costs of $400,000. |
Financing Arrangements
Financing Arrangements | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | Note 7. Financing Arrangements The Company's long-term debt obligations are summarized as follows (in thousands): March 31, 2021 December 31, 2020 Interest Rate Unamortized Original Issuance Discount and Debt Issuance Costs Carrying Value, net Carrying Value, net Short-Term Credit Facilities U.S. Asset-Based Revolving Credit Facility 3.25 % $ 1,652 $ 15,279 $ 22,130 Japan ABL Facility 1.28 % — — — Long-Term Debt and Credit Facility Japan Term Loan Facility payable through August 2025 0.86 % $ — $ 16,257 $ 18,390 Term Loan Facility payable through January 2026 4.61 % 18,125 422,275 428,175 Topgolf Term Loan payable through February 2026 7.00 % 7,415 335,585 — Topgolf Revolving Credit Facility 4.25 % 7,810 152,190 — 2.75% Convertible Notes due May 2026 2.75 % 72,889 185,861 183,126 Equipment Notes payable through March 2027 2.36% - 3.79% — 29,747 31,822 Mortgage loans payable through July 2036 9.75% - 11.31% — 46,743 — Financed Tenant Improvements 8.00 % — 3,764 3,650 $ 106,239 $ 1,192,422 $ 665,163 Balance Sheet Location Accrued expenses $ 3,816 $ 17,432 $ 14,599 Long-term debt 102,423 1,174,990 650,564 $ 106,239 $ 1,192,422 $ 665,163 Revolving Credit Facilities and Available Liquidity In addition to cash on hand, as well as cash generated from operations, the Company relies on its U.S. and Japan asset-based revolving credit facilities, as well as on the Topgolf revolving credit facility, 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. As of March 31, 2021, the Company had 175,279,000 outstanding under these facilities and $397,289,000 in cash and cash equivalents. As of March 31, 2021, the Company's available liquidity, which is comprised of cash on hand, including cash received from the issuance of Convertible Senior Notes in May 2020, and amounts available under the Company's its revolving credit facilities, after letters of credit and outstanding borrowings, was $713,067,000. As of March 31, 2020, the Company had $335,593,000 outstanding under its U.S. and Japan facilities, and $166,635,000 in cash and cash equivalents. As of March 31, 2020, the Company's available liquidity, which is comprised of cash on hand and amounts available under its U.S. and Japan facilities, after letters of credit and outstanding borrowings, was $259,428,000. U.S. Asset-Based Revolving Credit Facility In May 2019, the Company entered into a Fourth Amended and Restated Loan and Security Agreement with Bank of America N.A. and other lenders, which provides a senior secured asset-based revolving credit facility of up to $400,000,000 (the "ABL Facility"), comprised of a $260,000,000 U.S. facility, a $70,000,000 German 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), certain intellectual property, certain eligible real estate, inventory and accounts receivable of the Company’s subsidiaries in the United States, Germany, Canada and the United Kingdom. The real estate and intellectual property components of the borrowing base under the ABL Facility are both amortizing. The amount available for the real estate portion is reduced quarterly over a 15-year period, and the amount available for the intellectual property portion is reduced quarterly over a 3-year period. Amounts available under the ABL Facility increase and decrease with changes in the Company’s inventory and accounts receivable balances. Average outstanding borrowings during the three months ended March 31, 2021 were $17,090,000, and average amounts available under the ABL Facility during the three months ended March 31, 2021, after outstanding borrowings and letters of credit, was approximately $246,984,000. Amounts borrowed under the ABL Facility may be repaid and borrowed as needed. The entire outstanding principal amount (if any) is due and payable in May 2024. In April 2020, the Company amended the ABL Facility to permit a customary capped call transaction (see "Convertible Senior Notes" below) in connection with the issuance of convertible debt securities by the Company and to permit the Company to incur loans or financial assistance of up to $50,000,000 pursuant to governmental programs enacted due to the COVID-19 pandemic. As of March 31, 2021, the Company had not drawn on these funds. In addition, the ABL Facility imposes restrictions on the amount the Company could pay in annual cash dividends, including certain restrictions on the amount of additional indebtedness and requirements to maintain a certain fixed charge coverage ratio under certain circumstances. In addition, in connection with the merger with Topgolf (see Note 6), the Company amended the ABL Facility to, among other things, permit the consummation of the merger, designate Topgolf and its subsidiaries as excluded subsidiaries under the ABL Facility and amend certain covenants and other provisions to allow the Company to make certain investments in, and enter into certain transactions with Topgolf. Fees in connection with this amendment will be combined with existing debt origination and amendment fees and amortized over the remaining term of the ABL Facility. 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. Additionally, the Company is subject to compliance with a fixed charge coverage ratio covenant of at least 1.0 to 1.0 during, and continuing 30 days after, any period in which the Company’s borrowing base availability, as amended, falls below 10% of the maximum facility amount or $40,000,000. The Company’s borrowing base availability was above $40,000,000 during the three months ended March 31, 2021, and the Company was in compliance with the fixed charge coverage ratio as of March 31, 2021. Had the Company not been in compliance with the fixed charge coverage ratio as of March 31, 2021, the maximum amount of additional indebtedness that could have been outstanding on March 31, 2021 would have been reduced by $40,000,000. As of March 31, 2021, in addition to the fixed charge coverage ratio covenant, the Company was in compliance with all other financial covenants of the ABL Facility. 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 German, the U.K. and the U.S. borrowing bases, as adjusted. At March 31, 2021 the Company’s trailing 12-month average interest rate applicable to its outstanding loans under the ABL Facility was 3.43%. Additionally, the ABL Facility provides for monthly fees of 0.25% of the unused portion of the ABL Facility. Fees in connection with the origination of the ABL Facility and prior amendments are amortized in interest expense over the term of the facility. Unamortized origination fees at March 31, 2021 and December 31, 2020 were $1,652,000 and $1,891,000, respectively, of which $1,043,000 and $1,031,000, respectively, were included in other current assets and $609,000 and $859,000, respectively, were included in other long-term assets in the accompanying consolidated condensed balance sheets. Japan ABL Facility In January 2021, the Company refinanced the asset-based loan agreement between its subsidiary in Japan and The Bank of Tokyo-Mitsubishi UFJ, Ltd (the "2018 Japan ABL Facility"), which provides a credit facility of up to 4,000,000,000 Yen (or U.S. $36,128,000, using the exchange rate in effect as of March 31, 2021) over a three-year term, subject to borrowing base availability under the 2018 Japan ABL Facility. The amounts outstanding are secured by certain assets, including eligible inventory and eligible accounts receivable. The Company had no borrowings outstanding under the 2018 Japan ABL Facility as of March 31, 2021. The 2018 Japan ABL Facility also includes certain restrictions including covenants related to certain pledged assets and financial performance metrics. As of March 31, 2021, the Company was in compliance with these covenants. The 2018 Japan ABL Facility expires in January 2022. The 2018 Japan ABL Facility is subject to an effective interest rate equal to the Tokyo Interbank Offered Rate ("TIBOR") plus 1.20%. Long-Term Debt Equipment Notes Between December 2017 and August 2020, the Company entered into four long-term financing agreements (the "Equipment Notes") with Bank of America N.A. and other lenders to invest in its golf ball manufacturing facility in Chicopee, Massachusetts, its North American Distribution Center in Roanoke, Texas, and in corporate IT equipment. The loans are secured by the underlying equipment at each facility and the IT equipment. As of March 31, 2021 and December 31, 2020, the Company had a combined $29,747,000 and $31,822,000 outstanding under these Equipment Notes, respectively, of which $8,797,000 and $8,761,000 was included in current liabilities, respectively, and $20,950,000 and $23,061,000 was included in long-term debt, respectively, in the accompanying Consolidated Condensed Balance Sheets. The Equipment Notes accrue interest in the range of 2.36% and 3.79%, and have maturity dates between December 2022 and March 2027. During the three months ended March 31, 2021 and 2020, the Company recognized interest expense of $239,000 and $165,000, respectively, related to these Equipment Notes. The Equipment Notes are subject to compliance with the financial covenants in the Company's ABL Facility. As of March 31, 2021, the Company was in compliance with these covenants. Mortgage Loans In connection with the merger with Topgolf on March 8, 2021, the Company assumed three mortgage loans related to the construction of three venues. The loans bear annual interest rates ranging from 9.75% to 11.31% and require either monthly (i) principal and interest payments or (ii) interest only payments until their maturity dates, which range from July 2033 to July 2036. For loans requiring monthly interest only payments, the entire unpaid principal balance and any unpaid accrued interest is due on the maturity date. The mortgage loans are secured by the assets of each respective venue. Term Loan B Facility In January 2019, to fund the purchase price of the Jack Wolfskin acquisition, the Company entered into a Credit Agreement (the “Credit Agreement”) with Bank of America, N.A and other lenders party to the Credit Agreement (the "Term Lenders"). The Credit Agreement provides for a Term Loan B facility (the “Term Loan Facility”) in an aggregate principal of $480,000,000, which was issued less $9,600,000 in original issue discount and other transaction fees. Such principal amount may be increased pursuant to incremental facilities in the form of additional tranches of term loans or new commitments, up to a maximum incremental amount of $225,000,000, or an unlimited amount subject to compliance with a first lien net leverage ratio of 2.25 to 1.00. The Term Loan Facility is due in January 2026. As of March 31, 2021 and December 31, 2020, the Company had $440,400,000 and $441,600,000, respectively, outstanding under the Term Loan Facility, of which $4,800,000 is reflected in current liabilities. The amount outstanding as of March 31, 2021 was offset by unamortized debt issuance costs of $18,125,000, of which $3,816,000 was reflected in the short-term portion of the facility, and $14,309,000 was reflected in the long-term portion of the facility in the accompanying consolidated condensed balance sheets. Total interest and amortization expense recognized during the three months ended March 31, 2021 and 2020 was $5,847,000 and $7,413,000, respectively. Loans under the Term Loan Facility are subject to interest at a rate per annum equal to either, at the Company's option, the LIBOR rate or the base rate, plus 4.50% or 3.50%, respectively. The Company utilizes an interest rate hedge in order to mitigate the risk of interest rate fluctuations on this facility. See Note 16 for further information on this hedging contract. Principal payments of $1,200,000 are due quarterly, however the Company has the option to prepay any outstanding loan balance in whole or in part without premium or penalty. In addition, as of December 31, 2019, the Term Loan Facility requires excess cash flow payments. Loans outstanding under this facility are guaranteed by the Company's domestic subsidiaries. The loans and guaranties are secured by substantially all the assets of the Company and guarantors. The Credit Agreement contains a cross-default provision with respect to any indebtedness of the Company as defined in the Credit Agreement, as well as customary representations and warranties and customary affirmative and negative covenants, including, among other things, restrictions on incurrence of additional debt, liens, dividends and other restricted payments, asset sales, investments, mergers, acquisitions and affiliate transactions. Events of default permitting acceleration under the Credit Agreement include, among others, nonpayment of principal or interest, covenant defaults, material breaches of representations and warranties, bankruptcy and insolvency events, certain cross defaults or a change of control. As of March 31, 2021, the Company was in compliance with these covenants. In connection with the merger with Topgolf (see Note 6), the Company amended the Term Loan Facility with Bank of America, N.A. and the Term Lenders to, among other things, permit the consummation of the Merger and certain other transactions contemplated in the Merger Agreement, designate Topgolf and its subsidiaries as unrestricted subsidiaries under the Term Loan Facility, which excludes them from certain requirements, covenants and representations, and amend certain covenants and other provisions to allow the Company to make certain investments in, and enter into certain transactions with Topgolf. Topgolf Credit Facilities In connection with the merger with Topgolf on March 8, 2021, the Company assumed a $350,000,000 term loan facility (the “Topgolf Term Loan”), and a $175,000,000 revolving credit facility with JPMorgan Chase Bank, N.A (the “Topgolf Revolving Credit Facility”), with JPMorgan Chase Bank, N.A., as Administrative Agent, Swingline Lender and Issuing Bank, RBC Capital Markets, as Syndication Agent, and the other agents, arrangers and lenders party thereto (together, the "Topgolf Credit Facilities"). At March 31, 2021, the outstanding balances under the Topgolf Term Loan and Topgolf Revolving Credit Facility were $343,000,000 and $160,000,000, respectively. Borrowings under the Topgolf Term Loan accrue interest at a rate per annum equal to, at the Company's option, either (i) an alternate base rate determined by reference to the highest of (a) the prime rate of JPMorgan Chase Bank, N.A. (the administrative agent), (b) the federal funds effective rate plus 0.50%, (c) the adjusted one-month LIBOR rate plus 1.00%, and (d) 1.75%, or (ii) an adjusted LIBOR rate (for a period equal to the relevant interest period) (which shall not be less than 0.75%), in each case plus an applicable margin. The applicable margin for loans under the Topgolf Term Loan is 5.25% with respect to alternate base rate borrowings and 6.25% with respect to LIBOR borrowings. As of March 31, 2021, the interest rate on the outstanding borrowings pursuant to the Topgolf Term Loan was 7.00%. Borrowings under the Topgolf Revolving Credit Facility accrue interest at a rate per annum equal to, at the Company's option, either (i) an alternate base rate determined by reference to the highest of (a) the prime rate of JPMorgan Chase Bank, N.A. (the administrative agent), (b) the federal funds effective rate plus 0.50%, (c) the adjusted one-month LIBOR rate plus 1.00%, and (d) 1.75%, or (ii) an adjusted LIBOR rate (for a period equal to the relevant interest period) (which shall not be less than 0.75%), in each case plus an applicable margin. The applicable rate for the Topgolf Revolving Credit Facility loans is 3.00% with respect to alternate base rate borrowings and 4.00% with respect to LIBOR borrowings subject to two stepdowns of 0.25% per annum upon achievement of specified first lien leverage ratio levels. As of March 31, 2021 the weighted-average interest rate on the outstanding borrowings pursuant to the Topgolf Revolving Credit Facility was 4.25%. In addition, the Company is required to pay a commitment fee under the Topgolf Revolving Credit Facility based upon the first lien leverage ratio (as defined in the Amended Credit Agreement) at a rate of up to 0.50% per annum, subject to two stepdowns of 0.13% per annum upon achievement of specified first lien leverage ratio levels. The Company must also pay customary letter of credit fees and agency fees. The Topgolf Term Loan is payable in quarterly installments of 0.25% of the principal amount per quarter. The remaining unpaid balance on the Topgolf Term Loan, together with all accrued and unpaid interest thereon, is due and payable on February 8, 2026. Outstanding borrowings under the Topgolf Revolving Credit Facility do not amortize and are due and payable on February 8, 2024. The terms of the Topgolf Credit Facilities requires the Company to maintain on a quarterly basis a total leverage ratio (measured on a trailing four-quarter basis) less than or equal to 5.50:1.00. On September 17, 2020, prior to the completion of the merger, Topgolf entered into an amendment to the Credit Agreement (the “Amended Credit Agreement”) to modify the financial covenants and make certain other changes. The Amended Credit Agreement (i) suspends the total leverage ratio financial covenant through and including the fiscal quarter ending on or about March 31, 2022 and (ii) provides for an increased level of 7.75:1.00 for the fiscal quarter ending on or about June 30, 2022, in each case unless the Company elects to restore the 5.50:1.00 total leverage ratio test (and eliminate the restrictions in the Amended Credit Agreement that apply during the period of relief) at an earlier date. Until the Company demonstrates compliance with the 5.50:1.00 total leverage ratio test for the period ending on or about September 30, 2022 (or terminate the period of relief at an earlier date after demonstrating compliance with the 5.50:1.00 total leverage ratio test), the Company is required to maintain unrestricted cash on hand and/or availability under the Topgolf Credit Facilities of not less than $30,000,000. The Topgolf Credit Facilities also contains certain customary representations and warranties and affirmative covenants, and certain reporting obligations. The Topgolf Term Loan also contains certain customary representations and warranties and affirmative covenants, and certain reporting obligations. Japan Term Loan Facility In August 2020, the Company entered into a new five-year Term Loan facility (the "2020 Japan Term Loan Facility") between its subsidiary in Japan and Sumitomo Mitsui Banking Corporation (“SMBC”) for 2,000,000,000 Yen (or approximately U.S. $18,064,000 using the exchange rate in effect as of March 31, 2021). The 2020 Japan Term Loan Facility is due in August 2025. As of March 31, 2021, the Company had 1,800,000,000 Yen (or approximately U.S. $16,257,000 using the exchange rate in effect as of March 31, 2021) outstanding, of which 400,000,000 Yen (or approximately U.S. $3,612,800 using the exchange rate in effect as of March 31, 2021) is reflected in current liabilities in the accompanying consolidated condensed balance sheets. Total interest expense recognized during the three months ended March 31, 2021 was 3,891,000 Yen (or approximately U.S. $37,000 using the exchange rate in effect as of March 31, 2021). Loans under the 2020 Japan Term Loan Facility are subject to a rate per annum of either, at the Company’s option, SMBC TIBOR or TIBOR plus 80 basis points. Principal payments of 100,000,000 Yen (or approximately U.S. $903,000 using the exchange rate in effect as of March 31, 2021) are due quarterly and the facility imposes certain restrictions including covenants to certain financial performance obligations. As of March 31, 2021, the Company was in compliance with these covenants. Convertible Senior Notes On May 4, 2020, the Company issued $258,750,000 of 2.75% Convertible Senior Notes (the “Convertible Notes”). The Convertible Notes bear interest at a rate of 2.75% per annum on the principal amount, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2020. The Convertible Notes will mature on May 1, 2026, unless earlier redeemed or repurchased by the Company or converted. The Convertible Notes are structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries. The Company may settle the Convertible Notes through cash settlement, physical settlement, or combination settlement at its election. Therefore, the Convertible Notes were separated into a liability component and an equity component in a manner that reflects the interest cost of a similar nonconvertible debt instrument. The carrying amount of the liability component totaling $185,861,000, as of March 31, 2021, was determined by measuring the fair value of a similar liability that does not have an associated equity component. The carrying amount of the equity component (the conversion feature) and discount on the Convertible Notes, totaling of $67,584,000, is amortized over the remaining term of approximately 5.1 years. The conversion feature of $76,508,000 was determined by deducting the fair value of the liability component from the initial proceeds ascribed to the Convertible Notes. The Company incurred $8,527,000 of cost associated with the issuance of the Convertible Notes. These debt issuance costs were allocated between the debt and equity components in proportion to the allocation of the proceeds to those components. As such, $6,005,000 was allocated to the liability component of the Convertible Notes, and $2,522,000 was allocated to the equity conversion feature. Unamortized debt issuance costs at March 31, 2021 and December 31, 2020 were $5,305,000 and $5,504,000, respectively. The discount on the Convertible Notes as wells as the debt issuance costs allocated to the liability component are amortized over the term of the Convertible Notes using the effective interest rate method. All or any portion of the Convertible Notes may be converted at the conversion rate and at the holders' option on or after February 1, 2026 until the close of business on the second trading day immediately prior to the maturity date. Additionally, all or any portion of the Convertible Note may be converted at the conversion rate at the holders' option upon the occurrence of certain contingent conversion events, including (i) if the price of the Company’s common stock is more than 130% of the conversion price of the Convertible Notes for any 20 of 30 consecutive trading days ending on the last trading day of the calendar quarter, subsequent to the quarter ending September 30, 2020; (ii) if the trading price of the Convertible Notes, after a consecutive ten Upon conversion, the Company has the option to settle the conversion obligation in any combination of cash and shares. The initial conversion rate is 56.7698 shares of the Company's common stock per $1,000 principal amount of Convertible Notes, which is equal to an initial conversion price of $17.62 per share. At March 31, 2021, the price of the Company's common stock was higher than the initial conversion price. Therefore, the if-converted value of the Convertible Notes exceeded the principal amount. The Company may redeem all or part of the Convertible Notes (i) on or after May 6, 2023, but before the 40th trading day prior to the maturity date if the last reported sale price of the Company’s common stock exceeds 130% of the conversion price for any 20 of 30 consecutive trading days; (ii) upon a Fundamental Change (where holders can require settlement entirely in cash); or (iii) upon an Event of Default. The Company will also be required to pay additional interest upon (i) failure to timely file with the SEC, (ii) failure to allow the Notes to be freely tradable, or (iii) upon an Event of Default solely related to failure to timely file with the Trustee. In connection with the pricing of the Convertible Notes on April 29, 2020, the Company paid $31,775,000 to enter into privately negotiated capped call transactions ("Capped Calls") with Goldman Sachs & Co. LLC, Bank of America, N.A. and Morgan Stanley & Co. LLC as well as with each of the option counterparties. The Capped Calls cover the aggregate number of shares of the Company’s common stock that initially underlie the Convertible Notes, and are expected generally to reduce the potential dilution to the Company’s common stock upon any conversion of the Convertible Notes, and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Convertible Notes, with such reduction and/or offset subject to a cap based on the cap price. The cap price of the Capped Calls is initially $27.10. The Capped Calls are recorded as a reduction to additional paid-in capital and are not accounted for as derivatives. The Convertible Notes will have an impact on the Company’s diluted earnings per share when the average market price of its common stock exceeds the conversion price of $17.62 per share, as the Company intends to settle the principal amount of the Convertible Notes in cash upon conversion. As of March 31, 2021, the average market price of the Company's common stock was $27.74, which exceeded the conversion price. As such, the Company used the treasury stock method to compute the dilutive shares of common stock related to the Convertible Notes for periods the Company reported net income. Upon conversion, there will be no economic dilution from the Convertible Notes until the average market price of the Company’s common stock exceeds the cap price of $27.10 per share, as exercise of the Capped Calls offsets any dilution from the Convertible Notes from the conversion price up to the cap price. Capped Calls are excluded from the calculation of diluted earnings per share, as they would be anti-dilutive under the treasury stock method. The following table presents the Company's combined aggregate amount of maturities for the Company's long-term debt over the next five years and thereafter as of March 31, 2021. Amounts payable under the Term Loan Facility included below represent the minimum principal repayment obligations. As of March 31, 2021, the Company does not anticipate excess cash flow repayments as defined by the Term Loan Facility. (in thousands) Remainder of 2021 $ 20,657 2022 20,680 2023 18,426 2024 176,702 2025 11,745 Thereafter 1,050,451 $ 1,298,661 |
Earnings per Common Share
Earnings per Common Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Note 8. 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 takes into account the potential dilution that could occur if outstanding securities were exercised. Dilutive securities are included in the calculation of diluted earnings per common share using the treasury stock method in accordance with ASC Topic 260, “Earnings per Share.” Dilutive securities include outstanding stock options, restricted stock units and performance share units granted to employees and non-employee directors (see Note 15), as well as common shares underlying convertible notes (see Note 7). Weighted-average common shares outstanding—diluted is the same as weighted-average common shares outstanding—basic in periods when a net loss is reported or in periods when anti-dilution occurs. The following table summarizes the computation of basic and diluted earnings per share (in thousands, except per share data): Three Months Ended 2021 2020 Earnings per common share—basic Net income $ 272,461 $ 28,894 Weighted-average common shares outstanding—basic (1) 117,482 94,309 Basic earnings per common share $ 2.32 $ 0.31 Earnings per common share—diluted Net income $ 272,461 $ 28,894 Weighted-average common shares outstanding—basic (1) 117,482 94,309 Convertible notes weighted-average shares outstanding 5,361 — Outstanding options, restricted stock units and performance share units 1,727 1,367 Weighted-average common shares outstanding—diluted 124,570 95,676 Diluted earnings per common share $ 2.19 $ 0.30 (1) In connection with the Topgolf merger, on March 8, 2021, the Company issued 89,776,450 of its common stock to the stockholders of Topgolf, and 187,568 of its common stock for restricted stock awards converted in the merger (see Note 15), of which 22,990,805 weighted average shares were included in the basic and diluted share calculations based on the number of days the shares were outstanding during the three months ended March 31, 2021. In May 2020, the Company issued $258,750,000 of 2.75% Convertible Notes. The Convertible Notes will have an impact on the Company’s diluted earnings per share when the average market price of its common stock exceeds the conversion price of $17.62 per share, as the Company intends to settle the principal amount of the Convertible Notes in cash upon conversion. The Company is required under the treasury stock method to compute the potentially dilutive shares of common stock related to the Convertible Notes for periods the Company reports net income. As of March 31, 2021, the average market price of its common stock exceeded this conversion price per share and as such, the common shares underlying convertible notes were included in the diluted calculation for the three months ended March 31, 2021 (See Note 7). For the three months ended March 31, 2021, securities outstanding totaling approximately 480,000 shares, comprised of stock options and restricted stock units were excluded from the calculation of earnings per common share—diluted as they would be anti-dilutive. For the three months ended March 31, 2020, there were no anti-dilutive securities and as such, there were no securities excluded from the calculation of dilutive earnings per common share. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 9. Goodwill and Intangible Assets Changes in the carrying amount of goodwill by operating and reportable segment are as follows (in thousands): Golf Equipment Apparel, Gear and Other Topgolf Total Balance at December 31, 2020 $ 27,025 $ 29,633 $ — $ 56,658 Acquisitions 504,568 58,652 1,412,361 1,975,581 Impairments — — — — Foreign currency translation (182) — — (182) Balance at March 31, 2021 $ 531,411 $ 88,285 $ 1,412,361 $ 2,032,057 Goodwill at March 31, 2021 increased to $2,032,057,000 from $56,658,000 at December 31, 2020. This $1,975,399,000 increase was primarily due to the addition of $1,975,581,000 in goodwill in connection with the Topgolf merger in March 2021, of which the Company attributed $1,412,361,000 to the Topgolf business, and $504,568,000 and $58,652,000 to the golf equipment and apparel businesses, respectively (see Note 6). This increase was partially offset by changes in foreign currency rates period over period. In accordance with ASC Topic 350, “Intangibles—Goodwill and Other,” the Company’s goodwill and non-amortizing intangible assets are subject to an annual impairment test or more frequently when impairment indicators are present. As of March 31, 2021 and December 31, 2020 the Company recognized accumulated impairment losses on goodwill of $148,375,000. There were no impairment losses recognized during the three months ended March 31, 2021 and 2020. The following sets forth the intangible assets by major asset class (dollars in thousands): Useful March 31, 2021 Gross (1) Accumulated Amortization Translation Adjustment Net Book Indefinite-lived: Trade name, trademark, trade dress and other NA $ 1,441,003 $ — $ 9,088 $ 1,431,915 Liquor licenses NA 7,400 — — 7,400 Amortizing: Patents 2-16 32,041 31,590 — 451 Customer and distributor relationships and other 1-10 61,377 21,233 1,345 38,799 Developed technology 1-10 80,000 832 (142) 79,310 Total intangible assets $ 1,621,821 $ 53,655 $ 10,291 $ 1,557,875 Useful December 31, 2020 Gross Accumulated Amortization Net Book Indefinite-lived: Trade name, trademark, trade dress and other NA $ 446,803 $ — $ 446,803 Amortizing: Patents 2-16 31,581 31,581 — Customer and distributor relationships and other 1-10 57,309 19,773 37,536 Total intangible assets $ 535,693 $ 51,354 $ 484,339 (1) The gross balance of intangible assets as of March 31, 2021 includes additions of $1,001,600,000 and $84,528,000 in indefinite-lived and amortizing intangible assets, respectively, related to the Topgolf merger in March 2021. The Company recognized amortization expense related to intangible assets of $2,301,000 and $1,180,000 for the three months ended March 31, 2021 and 2020, respectively, in selling, general and administrative expenses in the accompanying consolidated condensed statements of operations. Amortization expense related to intangible assets at March 31, 2021 in each of the next five fiscal years and beyond is expected to be incurred as follows (in thousands): Remainder of 2021 $ 13,704 2022 14,332 2023 12,517 2024 12,517 2025 12,427 Thereafter 53,063 $ 118,560 |
Investments
Investments | 3 Months Ended |
Mar. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Note 10. Investments Investment in Topgolf International, Inc. Prior to the completion of the merger with Topgolf, the Company owned a minority interest of approximately 14.3% in Topgolf, the owner and operator of Topgolf entertainment centers. On March 8, 2021, the Company completed its previously announced merger with Topgolf, in which the Company issued shares of its common stock in exchange for 100% of the outstanding equity of Topgolf (see Note 6). As a result of the merger, the Company's shares of Topgolf comprised of common stock and various classes of preferred stock were stepped up to their fair value and applied toward the total purchase consideration in the merger. The fair value adjustment resulted in a gain of $252,531,000, which the Company recognized in other income in the first quarter of 2021. Immediately prior to the merger and at December 31, 2020, the Company's total investment in Topgolf was $111,442,000. The Company accounted for this investment at cost less impairments in accordance with ASC 2016-01. Prior to the merger, the Company did not record any impairments with respect to this investment. Investment in Full Swing Golf Holdings, Inc. In connection with the merger with Topgolf, the Company acquired a strategic investment in Full Swing Golf Holdings, Inc. (“Full Swing”), which own indoor golf simulation technology, with patented dual-tracking technology, which delivers golf ball tracking data and measures ball flight indoors. The Company accounts for this investment at cost less impairments in accordance with ASC 2016-01. As of March 31, 2021, Topgolf held a 17.7% interest in Full Swing and the investment had a preliminary fair value of $7,250,000. The Company is the processes of assessing the fair value of this investment in connection with the merger with Topgolf. |
Product Warranty
Product Warranty | 3 Months Ended |
Mar. 31, 2021 | |
Guarantees [Abstract] | |
Product Warranty | Note 11. Product Warranty The Company has a stated two-year warranty policy for its golf clubs and certain Jack Wolfskin gear, as well as a limited lifetime warranty for its OGIO line of products. 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 Company’s estimates for calculating the warranty reserve are principally based on assumptions regarding the warranty costs of each product line over the expected warranty period. Where little or no claims experience may exist, the Company’s warranty obligation calculation is based upon long-term historical warranty rates of similar products until sufficient data is available. As actual model-specific rates become available, the Company’s estimates are modified to reflect the range of likely outcomes. The following table provides a reconciliation of the activity related to the Company’s reserve for warranty expense. The warranty reserve is included in other current liabilities in the accompanying consolidated condensed balance sheets as of March 31, 2021 and December 31, 2021. Amount in the table below are in thousands. Three Months Ended 2021 2020 Beginning balance $ 9,364 $ 9,636 Provision 2,456 1,808 Claims paid/costs incurred (1,120) (1,653) Ending balance $ 10,700 $ 9,791 |
Selected Financial Statement In
Selected Financial Statement Information | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Selected Financial Statement Information | Note 12. Selected Financial Statement Information March 31, 2021 December 31, 2020 (In thousands) Inventories: Raw materials $ 72,330 $ 69,932 Work-in-process 1,439 1,010 Finished goods 258,806 281,602 Food and beverage 3,739 — $ 336,314 $ 352,544 Property, plant and equipment, net: Land $ 52,151 $ 7,308 Buildings and leasehold improvements 703,058 100,653 Machinery and equipment 196,330 137,026 Furniture, computer hardware and equipment 157,113 100,558 Internal-use software 70,510 42,082 Production molds 6,809 6,809 Construction-in-process 236,897 13,299 1,422,868 407,735 Accumulated depreciation (230,590) (261,240) $ 1,192,278 $ 146,495 Accrued AP and expenses: Accrued expenses $ 201,538 $ 136,277 Accrued goods in-transit 39,513 47,140 $ 241,051 $ 183,417 Accrued employee compensation and benefits: Accrued payroll and taxes $ 62,488 $ 17,009 Accrued vacation and sick pay 20,517 12,887 Accrued commissions 4,653 1,041 $ 87,658 $ 30,937 During the three months ended March 31, 2021 and 2020, the Company recorded depreciation expense of $17,971,000 and $7,817,000, respectively, on the accompanying consolidated condensed statements of operations. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13. Income Taxes The Company calculates its interim income tax provision in accordance with ASC Topic 270, “Interim Reporting,” and ASC Topic 740, “Accounting for Income Taxes.” At the end of each interim period, the Company estimates its annual effective tax rate for other items that are excluded from ordinary income are discretely calculated and recognized in the period which they occur. In March 2021, the Company acquired Topgolf through a non-taxable stock acquisition in a share exchange. The fair market value of Topgolf at acquisition was approximately $3,014,174,000. The Company recorded a deferred tax liability of approximately $288,000,000 related to the acquired intangibles, offset by approximately $154,000,000 of other acquired deferred tax assets, after consideration of acquired valuation allowances. See Note 6 for further details. The realization of deferred tax assets, including loss and credit carryforwards, is subject to the Company generating sufficient taxable income during the periods in which the deferred tax assets become realizable. As a result of the Topgolf merger and the fact that Topgolf’s losses exceed Callaway’s income in recent years, the Company recorded a valuation allowance in its income tax provision of approximately $38,927,000 against certain of its net operating losses and tax credit carryforwards during the quarter. In connection with the purchase accounting related to the merger with Topgolf, the Company also recorded a valuation allowance in goodwill of approximately $80,566,000 against certain Topgolf deferred tax assets acquired in the merger. The Company will continue to assess this amount through the measurement period. With respect to Jack Wolfskin and previously existing non-U.S. entities, there continues to be sufficient positive evidence to conclude that realization of its deferred tax assets is more likely than not under applicable accounting rules, and therefore no significant valuation allowances have been established. For the quarter ended March 31, 2021, the Company recorded an income tax provision of $47,743,000 with an effective rate of 14.9%. The primary difference between the statutory rate and the effective rate relates to excluding the book gain on pre-merger Topgolf shares for tax purposes, offset by the valuation allowances on the Company's deferred tax assets discussed above. For the quarter ended March 31, 2020, the Company recorded an income tax provision of $9,151,000 with an effective rate of 24.1%. The primary difference between the statutory rate and the effective rate relates to the effect of the mix of foreign and U.S. earnings. At March 31, 2021, the gross liability for income taxes associated with uncertain tax positions was $28,420,000. Of this amount, $6,752,000 would benefit the Company’s consolidated condensed financial statements and effective income tax rate if favorably settled. The unrecognized tax liabilities are expected to decrease by approximately $452,000 during the next 12 months. The gross liability for uncertain tax positions increased by $118,000 for the three months ended March 31, 2021, primarily due to increases in tax positions taken during the current quarter, as well as currency translation adjustments. The Company recognizes interest and penalties related to income tax matters in income tax expense. For the three months ended March 31, 2021 and 2020, the Company's provision for income taxes includes a benefit of $331,000 and an expense of $29,000, respectively, related to the recognition of interest and/or penalties. As of March 31, 2021 and December 31, 2020, the gross amount of accrued interest and penalties included in income taxes payable in the accompanying consolidated condensed balance sheets was $901,000 and $1,232,000, respectively. The Company files income tax returns in the U.S. federal jurisdiction and various state 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 2010 and prior California (U.S.) 2008 and prior Germany 2013 and prior Japan 2014 and prior South Korea 2015 and prior United Kingdom 2016 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 believes a cumulative change in ownership occurred as a result of the merger with Topgolf, for the Company and Topgolf. The resulting limitations are not expected to have an adverse impact on future combined earnings of the Company. The limitation on losses and credits could impact future cash flows but those impacts are not expected to be significant. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14. 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 on 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 amount of monetary loss, amounts covered by insurance, or the financial impact that will result from such matters. In addition, the Company cannot assure that it will be able to successfully defend itself in those matters, or that any amounts accrued are sufficient. 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, as well as endorsement agreements with professional athletes 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. The amounts listed approximate minimum purchase obligations, base compensation, and guaranteed minimum royalty payments the Company is obligated to pay under these agreements. The actual amounts paid under some of these agreements may be higher or lower than the amounts included. In the aggregate, the actual amount paid under these obligations is likely to be higher than the amounts listed as a result of the variable nature of these obligations. The Company has entered into many of these contractual agreements with terms ranging from one The minimum obligation that the Company is required to pay as of March 31, 2021 under these agreements is $109,882,000 over the next four years as follows (in thousands): Remainder of 2021 $ 44,503 2022 40,230 2023 24,899 2024 250 $ 109,882 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. 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. 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 payments under the commitments and guarantees described above will have a material effect on the Company’s consolidated financial statements. The fair value of indemnities, commitments and guarantees that the Company issued during and as of March 31, 2021 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 without substantial cause or by the officer for good reason or non-renewal. 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 salary continuation, upon the termination of employment following a change in control. |
Share-Based Employee Compensati
Share-Based Employee Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Employee Compensation | Note 15. Share-Based Employee Compensation As of March 31, 2021, the Company had three shareholder approved stock plans under which shares were available for equity-based awards: the Callaway Golf Company Amended and Restated 2004 Incentive Plan, the 2013 Non-Employee Directors Stock Incentive Plan and the 2021 Employment Inducement Plan. The Company grants stock options, restricted stock units, performance share units, phantom stock units, stock appreciation rights and other awards under these plans. The Company accounts for its share-based compensation arrangements in accordance with ASC Topic 718, which requires the measurement and recognition of compensation expense for all share-based payment awards to employees and directors based on estimated fair values, and ASU No. 2014-12 for stock awards that are subject to performance measures. ASC Topic 718 further requires a reduction in share-based compensation expense by an estimated forfeiture rate. The forfeiture rate used by the Company is based on historical forfeiture trends. If actual forfeiture rates are not consistent with the Company’s estimates, the Company may be required to increase or decrease compensation expenses in future periods. In connection with the merger with Topgolf, on March 8, 2021, the Company granted restricted stock units and performance share units to certain employees of the Company and Topgolf under the 2021 Employment Inducement Plan that was adopted by the Company as of the merger date. This inducement plan has substantially the same terms as the Company’s other stock plans. Replacement Awards In connection with the merger with Topgolf, the Company converted certain stock options previously held by former equity holders of Topgolf into options to purchase a number of shares of Callaway common stock, and certain outstanding restricted stock awards of Topgolf, to the extent unvested, into shares of Callaway common stock (together, the "replacement awards"). On March 8, 2021, the Company converted approximately 3,168,000 shares underlying stock options with a fair value of $5,343,000, and approximately 188,000 restricted stock awards with a fair value of $4,794,000. The Company's stock price on the conversion date was $29.52. The Company used the Black-Scholes option-pricing model to determine the fair value of the stock options. The average fair value assumptions used in the Black-Scholes model on March 8, 2021 were a risk-free interest rate of 0.6%, an expected term of 3.7 years and an expected stock price volatility of 55.1%. Compensation expense will be recognized over the remaining vesting terms of each award ranging between 1 to 3 years. During the three months ended March 31, 2021, the Company recognized $406,000 in compensation expense related to these awards, net of estimated forfeitures. At March 31, 2021, unamortized compensation expense related to stock options and restricted stock awards was $5,122,000 and $4,608,000, respectively, each of which will recognized over a weighted average period of 1.9 years. Restricted Stock Units Restricted stock units are valued at the Company’s closing stock price on the date of grant, and generally vest over a one During the three months ended March 31, 2021 and 2020, the Company granted 987,000 shares underlying restricted stock units, including inducement awards of 774,000, and 268,000 shares underlying restricted stock units, respectively, at a weighted average grant-date fair value of $29.61 and $19.67 per share, respectively. The Company recognized $2,175,000 and $1,615,000, in compensation expense, net of estimated forfeitures, related to restricted stock units for the three months ended March 31, 2021 and 2020, respectively. At March 31, 2021, the Company had $46,360,000 of total unamortized compensation expense related to non-vested restricted stock units. That cost is expected to be recognized over a weighted-average period of 2.4 years. Performance Based Awards Performance based awards are stock-based awards in which the number of shares ultimately received depends on the Company's performance against specified metrics, including earnings before interest, taxes, depreciation, amortization and stock compensation, earnings per share, adjusted pre-tax income and total shareholder return. The performance period ranges over one three During the three months ended March 31, 2021, the Company granted 1,346,000 shares underlying performance share units, including inducement awards of 1,149,000, at a weighted average grant-date fair value of $29.58. During the three months ended March 31, 2020, the Company granted 125,000 shares underlying performance share units at a weighted average grant-date fair value of $19.66. During the three months ended March 31, 2021 and 2020, the Company recognized total compensation expense, for performance-based awards of $2,028,000 and $245,000, respectively, net of estimated forfeitures. At March 31, 2021, unamortized compensation expense related to these awards was $65,237,000, which is expected to be recognized over a weighted-average period of 2.7 years. Share-Based Compensation Expense The table below summarizes the amounts recognized in the financial statements for the three months ended March 31, 2021 and 2020 for share-based compensation, including expense for restricted stock units, performance share units, restricted stock awards and stock options (in thousands). Three Months Ended 2021 2020 Cost of products $ 226 $ 156 Selling, general and administrative expenses 4,210 1,587 Research and development expenses 176 118 Total cost of share-based compensation included in income, before income tax 4,612 1,861 Income tax benefit 1,106 428 Total cost of employee share-based compensation, after tax $ 3,506 $ 1,433 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 16. 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 forward contracts (see Note 17) that are measured at fair value on a recurring basis by the above pricing levels at March 31, 2021 and December 31, 2020 (in thousands): Fair Level 1 Level 2 Level 3 March 31, 2021 Foreign currency forward contracts—asset position (1) $ 10,389 $ — $ 10,389 $ — Foreign currency forward contracts—liability position (1) (719) — (719) — Interest rate hedge agreements—liability position (2) (14,047) — (14,047) — $ (4,377) $ — $ (4,377) $ — December 31, 2020 Foreign currency forward contracts—asset position (1) $ 90 $ — $ 90 $ — Foreign currency forward contracts—liability position (1) (1,553) — (1,553) — Interest rate hedge agreements—liability position (2) (17,922) — (17,922) — $ (19,385) $ — $ (19,385) $ — (1) The fair value of the Company’s foreign currency forward contracts are 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 forward contracts designated as cash flow hedges are recorded in accumulated other comprehensive income (loss) until recognized in earnings during the period that the hedged transactions take place (see Note 17). (2) The fair value of interest rate hedge contracts are based on observable inputs that are corroborated by market data. Observable inputs include daily market foreign currency rates and interest rate curves. Remeasurement gains and losses are recorded in accumulated other comprehensive income (loss) until recognized in earnings as interest payments are made or received on the Company’s variable-rate debt. Remeasurement gains and losses on foreign currency forward contracts that are not-designated as cash flow hedges are recorded in other income (expense) (see Note 17). Disclosures about the Fair Value of Financial Instruments The carrying values of cash and cash equivalents at March 31, 2021 and December 31, 2020 are categorized within Level 1 of the fair value hierarchy. The table below illustrates information about fair value relating to the Company’s financial assets and liabilities that are recognized in the accompanying consolidated condensed balance sheets as of March 31, 2021 and December 31, 2020 (in thousands). March 31, 2021 December 31, 2020 Carrying Fair Carrying Fair Term Loan Facility (1) $ 440,400 $ 442,140 $ 441,600 $ 443,243 2020 Japan Term Loan Facility (2) $ 16,258 $ 14,675 $ 18,390 $ 16,083 Convertible Notes (3) $ 258,750 $ 439,254 $ 258,750 $ 414,191 U.S. Asset-Based Revolving Credit Facility (4) $ 16,931 $ 16,931 $ 22,130 $ 22,130 Equipment Notes (5) $ 29,747 $ 28,229 $ 31,822 $ 29,385 Topgolf Revolving Credit Facility (6) $ 152,190 $ 152,190 $ — $ — Mortgage Loans (6) $ 46,743 $ 46,743 $ — $ — Topgolf Term Loan (6) $ 335,585 $ 335,585 $ — $ — (1) In January 2019, the Company entered into a Term Loan Facility. The fair value of this debt is based on quoted prices for similar instruments in active markets combined with quantitative pricing models, and is therefore categorized within Level 2 of the fair value hierarchy. See Note 7 for further information. (2) In August 2020, the Company entered into the 2020 Japan Term Loan Facility. The fair value is categorized within Level 2 of the fair value hierarchy. The Company used discounted cash flows and market-based expectations for interest rates, credit risk, and the contractual terms of the debt to derive the fair value. See Note 7 for further information. (3) In May 2020, the Company issued $258,750,000 of 2.75% Convertible Notes due in 2026. The fair value of this debt is based on quoted prices in secondary markets combined with quantitative pricing models, and is therefore categorized within Level 2 of the fair value hierarchy. For further discussion, see Note 7. (4) The carrying value of the amounts outstanding under the Company's ABL Facility approximates the fair value due to the short-term nature of these obligations. The fair value of this debt is categorized within Level 2 of the fair value hierarchy based on the observable market borrowing rates. See Note 7 for information on the Company's credit facilities, including certain risks and uncertainties related thereto. (5) The Company entered into equipment notes in 2017, 2019 and 2020 that are secured by certain equipment at the Company's golf ball manufacturing facility. The fair value of this debt is categorized within Level 2 of the fair value hierarchy. The Company used discounted cash flows and market-based expectations for interest rates, credit risk, and the contractual terms of the debt to derive the fair value. See Note 7 for further information. (6) The fair value of the Company's Topgolf Revolving Credit Facility, Topgolf Term Loan and mortgage loans were assessed in connection with the purchase accounting related to the merger with Topgolf on March 8, 2021. There were no significant changes to the fair values of these obligations from the merger date through March 31, 2021. As such, fair value approximates the carrying value. See Note 7 for further information. Nonrecurring Fair Value Measurements The Company measures certain assets at fair value on a nonrecurring basis at least annually or more frequently if certain indicators are present. These assets include long-lived assets, goodwill, non-amortizing intangible assets and investments that are written down to fair value when they are held for sale or determined to be impaired. During the second quarter of 2020, the Company considered the macroeconomic conditions related to the COVID-19 pandemic and its |
Derivatives and Hedging
Derivatives and Hedging | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Note 17. 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 well as fluctuations in foreign currency exchange rates and changes in interest rates relating to its long-term debt. The Company uses designated cash flow hedges and non-designated hedges in the form of foreign currency forward contracts as part of its strategy to manage the level of exposure to the risk of fluctuations in foreign currency exchange rates and 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 also uses cross-currency debt swap contracts and interest rate hedge contracts to mitigate the impact of variable rates on its long-term debt as well as changes in foreign currencies. The Company accounts for its foreign currency forward contracts, cross-currency debt swap contracts and interest rate hedge contracts in accordance with ASC Topic 815. ASC Topic 815 requires the recognition of all derivative 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 cash flow hedges are recorded as a component of accumulated other comprehensive income (loss) and released into earnings as a component of cost of products or net revenue, other income (expense) and interest expense during the period in which the hedged transaction takes place. Remeasurement gains or losses of derivatives that are not elected for hedge accounting treatment are recorded in earnings immediately as a component of other income (expense). Foreign currency forward contracts, cross-currency debt swap contracts and interest rate hedge 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 and changes in interest rates. The Company does not enter into foreign currency forward contracts, cross-currency debt swap contracts and interest rate hedge 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 derivative instruments as well as the location of the asset and/or liability on the consolidated condensed balance sheets at March 31, 2021 and December 31, 2020 (in thousands): Balance Sheet Location Fair Value of March 31, 2021 December 31, 2020 Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts Other current assets $ 2,376 $ 37 Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets 8,013 53 Total asset position $ 10,389 $ 90 Balance Sheet Location Fair Value of March 31, 2021 December 31, 2020 Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts Accrued AP and expenses $ 186 $ 38 Interest rate hedge contracts Accrued AP and expenses 4,743 4,780 Interest rate hedge contracts Other long-term liabilities 9,304 13,142 14,233 17,960 Derivatives not designated as hedging instruments: Foreign currency forward contracts Accrued AP and expenses 533 1,515 Total liability position $ 14,766 $ 19,475 The Company's derivative instruments are subject to a master netting agreement with each respective counterparty bank and are therefore net settled at their maturity date. Although the Company has the legal right of offset under the master netting agreements, the Company has elected not to present these contracts on a net settlement amount basis, and therefore present these contracts on a gross basis on the accompanying consolidated condensed balance sheets at March 31, 2021 and December 31, 2020. Cash Flow Hedging Instruments Foreign Currency Forward Contracts The Company uses foreign currency derivatives designated as qualifying cash flow hedging instruments, including foreign currency forward contracts to help mitigate the Company's foreign currency exposure on intercompany sales of inventory to its foreign subsidiaries. These contracts generally mature within 12 to 15 months from their inception. At March 31, 2021 and December 31, 2020, the notional amounts of the Company's foreign currency forward contracts designated as cash flow hedge instruments were approximately $53,386,000, and $756,000, respectively. As of March 31, 2021, the Company recorded a net gain of $2,191,000 in accumulated other comprehensive loss related to foreign currency forward contracts. Of this amount, net losses of $270,000 for the three months ended March 31, 2021 were removed from accumulated other comprehensive loss and recognized in cost of products for the underlying intercompany sales that were recognized, and net gains of $22,000 for the three months ended March 31, 2021 were removed from accumulated other comprehensive loss related to the amortization of forward points. There were no ineffective hedge gains or losses recognized during the three months ended March 31, 2021. Based on the current valuation, the Company expects to reclassify net gains of $2,170,000 from accumulated other comprehensive loss into net earnings during the next 12 months. The Company recognized a net loss of $1,000 in cost of products in the three months ended March 31, 2020. Cross-Currency Debt Swap and Interest Rate Hedge Contract In order to mitigate the risk of changes in interest rates associated with the Company's variable-rate Term Loan Facility and EUR denominated intercompany loan, the Company used a cross-currency debt swap and interest rate hedge, both designated as cash flow hedges (see Note 7) by converting a portion of the USD denominated Term Loan Facility, which has a higher variable interest rate, to a EUR denominated synthetic note at a lower fixed rate. During the first quarter of 2020, the Company unwound the cross currency swap, and as of June 30, 2020 the Company determined that the forecasted transaction in connection with the underlying EUR denominated intercompany loan was no longer probable of occurring. As such, the Company discontinued the hedge and released net gains of $11,046,000 from accumulated other comprehensive income to other income during the second quarter of 2020. The Company maintained the interest rate hedge related to the USD denominated Term Loan Facility in order to continue mitigating the risk of changes in interest rates. Over the life of the facility, the Company will receive variable interest payments from the counterparty lenders in exchange for the Company making fixed rate payments, without exchange of the underlying notional amount. The notional amount outstanding under the interest rate hedge contract was $195,849,000 and $196,350,000 as of March 31, 2021 and December 31, 2020, respectively. During the three months ended March 31, 2021, the Company recorded net gains of $2,690,000 related to the remeasurement of the interest rate hedge contract in accumulated other comprehensive loss. Of these amounts, net losses of $1,185,000 were relieved from accumulated other comprehensive loss and recognized in interest expense during the three months ended March 31, 2021. Based on the current valuation, the Company expects to reclassify a net loss of $4,747,000 related to the interest rate hedge contract from accumulated other comprehensive loss into earnings during the next 12 months. The Company recognized net losses of $434,000 in interest expense during the three months ended March 31, 2020. In connection with the cross-currency swap contract, during the three months ended March 31, 2020, the Company recorded a remeasurement net gain of $15,081,000 in accumulated other comprehensive loss. There were no remeasurement gains or losses recorded during the three months ended March 31, 2021. During the three months ended March 31, 2020, net gains of $7,048,000 were relieved from accumulated other comprehensive loss. The recognition of these net gains into earnings is summarized as follows: • Net gains related to foreign currency of $5,735,000 were recognized in other income (expense) in the three months ended March 31, 2020. There were no net foreign currency gains or losses recognized in the three months ended March 31, 2021. • Net gains of $1,313,000 were recognized in interest expense during the three months ended March 31, 2020, respectively. There were no net gains or losses recognized in interest income during the three months ended March 31, 2021. The following tables summarize the net effect of all cash flow hedges on the consolidated condensed financial statements for the three months ended March 31, 2021 and 2020 (in thousands): Gain/(Loss) Recognized in Other Comprehensive Income Three Months Ended Derivatives designated as cash flow hedging instruments 2021 2020 Foreign currency forward contracts $ 2,191 $ 2,410 Cross-currency debt swap agreements — 15,081 Interest rate hedge agreements 2,690 (11,233) $ 4,881 $ 6,258 Gain/(Loss) Reclassified from Other Comprehensive Income into Earnings Three Months Ended Derivatives designated as cash flow hedging instruments 2021 2020 Foreign currency forward contracts $ (248) $ 233 Cross-currency debt swap agreements — 7,048 Interest rate hedge agreements (1,185) (434) $ (1,433) $ 6,847 Foreign Currency Forward Contracts Not Designated as Hedging Instruments The Company uses foreign currency forward contracts that are not designated as qualifying cash flow 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 generally mature within 12 months from their inception. At March 31, 2021 and December 31, 2020, the notional amounts of the Company’s foreign currency forward contracts used to mitigate the exposures discussed above were approximately $248,253,000 and $81,627,000, respectively. The Company estimates the fair values of foreign currency forward contracts based on pricing models using current market rates, and records all derivatives on the balance sheet at fair value with changes in fair value recorded in the consolidated condensed statements of operations. The foreign currency contracts are classified under Level 2 of the fair value hierarchy (see Note 16). The following table summarizes the location of net gains and losses in the consolidated condensed statements of operations that were recognized during the three months ended March 31, 2021 and 2020, respectively, in addition to the derivative contract type (in thousands): Location of Net Gain Recognized in Income on Derivative Instruments Amount of Net Gain Recognized in Income on Derivatives not designated as hedging instruments Three Months Ended 2021 2020 Foreign currency forward contracts Other expense, net $ 10,628 $ 5,856 In addition, for the three months ended March 31, 2021 and 2020, the Company recognized net foreign currency transaction losses of $1,463,000 and $5,147,000, respectively, related to transactions with its foreign subsidiaries. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Note 18. Accumulated Other Comprehensive Loss The following table details the amounts reclassified from accumulated other comprehensive loss to cost of products, as well as changes in foreign currency translation for the three months ended March 31, 2021. Amounts are in thousands. Derivative Instruments Foreign Currency Translation Total Accumulated other comprehensive loss, December 31, 2020, after tax $ (14,017) $ 7,471 $ (6,546) Change in derivative instruments 4,881 — 4,881 Net gains reclassified to cost of products 248 — 248 Net gains reclassified to interest expense 1,185 — 1,185 Income tax provision on derivative instruments (971) — (971) Foreign currency translation adjustments — (16,243) (16,243) Accumulated other comprehensive loss, March 31, 2021, after tax $ (8,674) $ (8,772) $ (17,446) |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Note 19. Segment Information On March 8, 2021 the Company completed its merger with Topgolf. Topgolf is primarily a services-based business that provides hospitality offerings and golf entertainment experiences, which is uniquely different compared to the Company's Golf Equipment and Apparel, Gear and Other businesses, which produce, distribute and sell goods through various sales channels. Accordingly, based on the Company's re-assessment of its operating segments, the Company added a third operating segment for its Topgolf business. Therefore, as of March 31, 2021, the Company had three reportable operating segments: Golf Equipment, Apparel, Gear and Other and Topgolf. The Golf Equipment operating segment is comprised of product revenues and expenses that encompass golf club and golf ball products, including Callaway Golf-branded woods, hybrids, irons, wedges, Odyssey putters, including Toulon Design putters by Odyssey, packaged sets, Callaway Golf and Strata branded golf balls and sales of pre-owned golf clubs. The Apparel, Gear and Other operating segment is comprised of product revenues and expenses for the Jack Wolfskin outdoor apparel, gear and accessories business, the TravisMathew golf and lifestyle apparel and accessories business, the Callaway soft goods business and the OGIO business, which consists of golf apparel and accessories (including golf bags and gloves), storage gear for sport and personal use. This segment also includes royalties from licensing of the Company’s trademarks and service marks for various soft goods products. The Topgolf operating segment is primarily comprised of service revenues and expenses for its Company-operated Topgolf venues equipped with technology-enabled hitting bays, multiple bars, dining areas and event spaces, as well as Toptracer ball-flight tracking technology used by independent driving ranges and broadcast television, and the Company's WGT digital golf game. There are no significant intersegment transactions during the three months ended March 31, 2021 or 2020. The tables below contains information utilized by management to evaluate its operating segments for the interim periods presented (in thousands). Three Months Ended 2021 2020 Net revenues: Golf Equipment $ 376,882 $ 291,661 Apparel, Gear and Other 182,102 150,615 Topgolf (1) 92,637 — Total net revenues $ 651,621 $ 442,276 Income before income taxes: Golf Equipment $ 84,921 $ 58,620 Apparel, Gear and Other 20,490 (3,799) Topgolf 3,954 — Total segment operating income 109,365 54,821 Reconciling items (2) 210,839 (16,776) Total income before income taxes $ 320,204 $ 38,045 Additions to long-lived assets: (3) Golf Equipment $ 6,425 $ 16,962 Apparel, Gear and Other 5,066 10,124 Topgolf 26,118 — Total additions to long-lived assets $ 37,609 $ 27,086 (1) Revenue attributable to the Topgolf operating segment is for the period beginning March 8, 2021 (merger date) through April 4, 2021. (2) Reconciling items represent the deduction of corporate general and administration expenses and other income (expenses), which are not utilized by management in determining segment profitability. Reconciling items for the three months ended March 31, 2021 also include transaction costs of $15,755,000 and $2,248,000 for non-cash amortization expense for intangible assets acquired in connection with the merger with Topgolf (See Note 6), in addition to a gain of $252,531,000 related to the fair value step-up on the Company's investment in Topgolf (see Note 10). Reconciling items for the three months ended March 31, 2020 included expenses related to the Company's transition to the new North America Distribution Center, in addition to other integration costs associated with Jack Wolfskin. (3) Additions to long-lived assets are comprised of purchases of property, plant and equipment. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Use of Estimates | The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Examples of such estimates include determining the nature and timing of satisfaction of performance obligations as it relates to revenue recognition, the valuation of share-based awards, recoverability of long-lived assets, assessing intangible assets and goodwill for impairment, determining the incremental borrowing rate for operating leases, in addition to provisions for warranty, uncollectible accounts receivable, inventory obsolescence, sales returns, future price concessions and tax contingencies and valuation allowances. Actual results may materially differ from these estimates. On an ongoing basis, the Company reviews its estimates to ensure that these estimates appropriately reflect changes in its business or as new information becomes available. |
Recent Accounting Standards and Adoption of New Accounting Standards | In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-06, "Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity." This ASU simplifies the accounting for convertible instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, a convertible debt instrument will be accounted for as a single liability measured at its amortized cost. These changes will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that was bifurcated according to previously existing rules. Also, this ASU requires the application of the if-converted method for calculating diluted earnings per share and the treasury stock method will be no longer available. The new guidance is effective for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. Entities may adopt the guidance through either a modified retrospective method of transition or a fully retrospective method of transition. In applying the modified retrospective method, entities should apply the guidance to transactions outstanding as of the beginning of the fiscal year in which the amendments are adopted. The Company completed a preliminary assessment of this ASU, and it anticipates adopting the modified retrospective approach, which will result in a significant increase in its dilutive share-count as the result of calculating the impact of dilution from its convertible notes using the if-converted method. The Company also anticipates a decrease in interest expense resulting from the elimination of the original issuance discount. Under the modified retrospective approach, the Company anticipates recognizing the difference between the removal of the equity component of the convertible notes and the unamortized original issuance discount as an adjustment to beginning retained earnings when it adopts this new standard on January 1, 2022. Adoption of New Accounting Standards The Company adopted ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting." This ASU provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference the London Inter-bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. The Company has elected to apply the hedge accounting expedients related to the probability and the assessments of effectiveness of LIBOR-indexed cash flow hedges upon a change in the critical terms of the derivative or the hedged transactions, and upon the end of relief under Topic 848. The Company has elected to continue the method of assessing effectiveness as documented in the original hedge documentation and elects to apply the expedient in ASC 848-50-35-17 (through 35-18) which allows the reference rate on the hypothetical derivative to match the reference rate on the hedging instrument. The adoption of this ASU did not have a material impact on the Company's consolidated financial statements and disclosures. The Company adopted ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes." This ASU removes specific exceptions to the general principles in Accounting Standards Codification ("ASC") Topic 740, "Accounting for Income Taxes" ("Topic 740") and simplifies certain U.S. GAAP requirements. This ASU did not have a material impact on the Company's consolidated condensed financial statements or disclosures. |
Leases | The Company leases office space, manufacturing plants, warehouses, distribution centers, Company-operated Topgolf venues, vehicles, and equipment, as well as retail and/or outlet locations related to the TravisMathew and Jack Wolfskin businesses and the apparel business in Japan. Certain real estate leases include one or more options to extend the lease term, options to purchase the leased property at the Company's sole discretion or escalation clauses that increase the rent payments over the lease term. When deemed reasonably certain of exercise, the renewal and purchase options are included in the determination of the lease term and lease payment obligation, respectively. The depreciable life of assets and leasehold improvements are limited by the expected lease term unless there is a transfer of title or purchase option reasonably certain of exercise. Certain leases may require an additional contingent rent payment based on a percentage of sales greater than certain specified threshold amounts. The Company recognizes contingent rent expense when it is probable that sales thresholds will be reached during the fiscal year. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. Right-of-use ("ROU") assets represent the right to use an underlying asset during the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. When readily determinable, the Company uses the rate implicit in the lease agreement in determining the present value of minimum lease payments. If the implicit rate is not provided, the Company uses its incremental borrowing rate based on information available at the lease commencement date, including the lease term. At the commencement of a lease, the ROU asset for operating leases is measured by taking the sum of the present value of the lease liability, initial direct costs (if any) and prepaid lease payments (if any) and deducting lease incentives (if any). After the lease commencement date |
Leases | In certain venue leasing arrangements, due to the Company’s involvement in the construction of leased assets, the Company is considered the owner of the leased assets for accounting purposes. In such cases, in addition to capitalizing the Company’s construction costs, the Company capitalizes the construction costs funded by the landlord related to its leased premises and recognizes a corresponding liability for those costs as construction advances during the construction period. At the end of the construction period, the Company applies sale and leaseback guidance to determine whether the underlying asset should be derecognized. When the application of the sale and leaseback guidance results in a sale, the asset and liability on the Company’s balance sheet are derecognized. When the application of the sale and leaseback guidance results in a failed sale, the asset remains on the Company’s balance sheet and is depreciated over its respective useful life or the lease term, whichever is shorter, and the liability is accounted for as a deemed landlord financing obligation. These deemed landlord financing obligations are generally non-cancelable leases with initial terms of 20 years containing various renewal options following the initial term and escalation clauses that increase the payments over the lease term. With respect to the Company’s Toptracer operations, the Company enters into non-cancelable license agreements that provide software and hardware to driving ranges and hospitality and entertainment venues. These license agreements provide the customer the right to use Company-owned software and hardware products for a specified period generally ranging from three |
Revenue from Contract with Customer | The Company accounts for revenue recognition of products and services in accordance with Accounting Standards Codification (“ASC”) Topic 606, "Revenue from Contracts with Customers." See Note 4. Product Revenue The Company recognizes revenue from the sale of its golf clubs, golf balls, lifestyle and outdoor apparel, gear and accessories and golf apparel and accessories when it satisfies the terms of a sales order from a customer, and transfers control of the products ordered to the customer. Control transfers when products are shipped, and in certain cases, when products are received by customers under certain contract terms. In addition, the Company recognizes revenue at the point of sale on transactions with consumers at its retail locations and retail shops at Topgolf locations. Sales taxes, value added taxes and other taxes that are collected in connection with revenue transactions are withheld and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. The Company elected to account for shipping and handling as activities to fulfill the promise to transfer the good. Therefore, shipping and handling fees that are billed to customers are recognized in revenue and the associated shipping and handling costs are recognized in cost of products as soon as control of the goods transfers to the customer. The Company, in exchange for a royalty fee, licenses its trademarks and service marks to third parties for use on products such as golf apparel and footwear, practice aids and other golf accessories. Royalty income is recognized over time as underlying product sales occur, subject to certain minimum royalties, in accordance with the related licensing arrangements. Royalty income is included in the Company's Apparel, Gear and Other operating segment. Revenues from gift cards are deferred and recognized when the cards are redeemed. The Company’s gift cards have no expiration date. The Company recognizes revenue from unredeemed gift cards, otherwise known as breakage, when the likelihood of redemption becomes remote and under circumstances that comply with any applicable state escheatment laws. To determine when redemption is remote, the Company analyzes an aging of unredeemed cards (based on the date the card was last used or the activation date if the card has never been used) and compares that information with historical redemption trends. The Company uses this historical redemption rate to recognize breakage on unredeemed gift cards over the redemption period. The Company does not believe there is a reasonable likelihood that there will be a material change in the future estimates or assumptions used to determine the timing of recognition of gift card revenues. Variable Consideration The amount of revenue the Company recognizes is based on the amount of consideration it expects to receive from customers. The amount of consideration is the sales price adjusted for estimates of variable consideration, including sales returns, discounts, and allowances as well as sales programs, sales promotions and price concessions that are offered by the Company as described below. These estimates are based on the amounts earned or to be claimed by customers on the related sales and are therefore recorded as reductions to sales and trade accounts receivable. The Company’s primary sales program, the “Preferred Retailer Program,” offers potential rebates and discounts for participating retailers in exchange for providing certain benefits to the Company, including the maintenance of agreed upon inventory levels, prime product placement and retailer staff training. Under this program, qualifying retailers can earn either discounts or rebates based upon the amount of product purchased. Discounts are applied and recorded at the time of sale. For rebates, the Company estimates the amount of variable consideration related to the rebate at the time of sale based on the customer’s estimated qualifying current year product purchases. The estimate is based on the historical level of purchases, adjusted for any factors expected to affect the current year purchase levels. The estimated year-end rebate is adjusted quarterly based on actual purchase levels, as necessary. The Preferred Retailer Program is generally short-term in nature and the actual amount of rebate to be paid under this program is known as of the end of the year and paid to customers shortly after year-end. Historically, the Company's actual amount of variable consideration related to its Preferred Retailer Program has not been materially different from its estimates. The Company also offers short-term sales program incentives, which include sell-through promotions and price concessions or price reductions. Sell-through promotions are generally offered throughout the product's life cycle of approximately two years, and price concessions or price reductions are generally offered at the end of the product's life cycle. The estimated variable consideration related to these programs is based on a rate that includes historical and forecasted data. The Company records a reduction to net revenues using this rate at the time of the sale. The Company monitors this rate against actual results and forecasted estimates and adjusts the rate as deemed necessary to reflect the amount of consideration it expects to receive from its customers. There were no material changes to the rate during the three months ended March 31, 2021 and 2020. Historically, the Company's actual amount of variable consideration related to these sales programs has not been materially different from its estimates. The Company records an estimate for anticipated returns as a reduction of sales and cost of sales, and accounts receivable, in the period that the related sales are recorded. Sales returns are estimated based upon historical returns, current economic trends, changes in customer demands and sell-through of products. The Company also offers certain customers sales programs that allow for specific returns. The Company records a return liability as an offset to accounts receivable for anticipated returns related to these sales programs at the time of the sale based on the terms of the sales program. The cost recovery of inventory associated with this reserve is accounted for in other current assets. Historically, the Company’s actual sales returns have not been materially different from management’s original estimates. Services Revenue The Company recognizes revenue from the operation of its Topgolf venues consisting primarily of food and beverage sales, event deposits, fees charged for gameplay, purchases of game credits and membership fees. In addition, services sales are recognized through the redemption of gift cards, sponsorship contracts, franchise fees, leasing revenue, the Company’s World Golf Tour ("WGT") digital golf game and non-refundable deposits for venue reservations. The Company's food and beverage revenue is recognized at the time of sale. Event deposits received from guests attributable to food and beverage purchases are deferred and recognized as revenue when the event is held. Food and beverage revenues are presented net of discounts. All sales taxes collected from guests are excluded from revenue in the consolidated condensed statements of operations and the obligation is included in accrued expenses on the Company’s consolidated condensed balance sheets until the taxes are remitted to the appropriate taxing authorities. Fees charged for gameplay are recognized at the time of purchase. Event deposits received from guests attributable to gameplay purchases are deferred and recognized as revenue when the event is held. Purchases of game credits are deferred and recognized as revenue when: (i) the game credits are redeemed by the guest; or (ii) the likelihood of the game credits being redeemed by the guest is remote (“game credit breakage”). The Company uses historic game credit redemption patterns to determine the likelihood of game credit redemption. Game credit breakage is recorded consistent with the historic redemption pattern. Membership fees received from guests are deferred and recognized as revenue over the estimated life of the associated membership. Revenues from gift cards to purchase for food and beverage or gameplay at Topgolf locations are deferred and recognized when the cards are redeemed, consistent with the gift card policy on product revenues. The Company enters into sponsorship contracts that provide advertising opportunities to market to Topgolf guests in the form of custom displays, lobby displays, digital and print posters and other advertising at Topgolf venues and on Topgolf websites. Sponsorship contracts are typically for a fixed price over a specified length of time and revenue is generally recognized ratably over the contract period unless there is a different predominate pattern of performance. The Company enters into international development agreements that grant franchise partners the right to develop, open and operate a certain number of venues within a particular geographic area. The franchise partner may be required to pay a territory fee upon entering into a development agreement and a franchise fee for each developed venue. The franchisee will also pay ongoing royalty fees based upon a percentage of sales. The initial franchise term provided for each venue generally ranges from 15 to 20 years and provides the option for renewal. The franchise of each individual venue within an arrangement represents a single performance obligation. Therefore, territory fees and franchise fees for each arrangement are allocated to each individual venue and recognized over the term of the respective franchise agreement, including renewal options. Revenue from sales-based royalties is recognized as the related sales occur. The franchisee may also purchase Topgolf-specific equipment and supplies from the Company to be used at the licensed venue. The Company has determined that it is the principal in these transactions and record the related revenue and cost of services on a gross basis. Leasing revenue results from non-cancelable sales-type lease agreements that provide Toptracer software and hardware to driving ranges and hospitality and entertainment venues. See discussion above on sales-type leases. The Company’s WGT digital golf game is a live service that allows players to play for free via web and mobile gaming platforms. Within the WGT digital golf game, players can purchase virtual currency to obtain virtual goods to enhance their game-playing experience. Revenues from purchases of virtual currency are deferred at the point of purchase and recognized as revenue over the average life of a player, determined using historic gameplay activity patterns. Non-refundable deposits received for venue reservations are recognized at the time of purchase. Cost of Products The Company’s cost of products is comprised primarily of variable costs that fluctuate with sales volumes, including raw materials and component costs, merchandise from third parties, conversion costs including direct labor and manufacturing overhead, and inbound freight, duties, and shipping charges. In addition, cost of products include hardware costs with respect to Topgolf's Toptracer license agreements classified as sales-type leases, and retail merchandise costs for products sold in retail shops within Topgolf venue facilities. Fixed overhead expenses include warehousing costs, indirect labor, and supplies, as well as depreciation expense associated with assets used to manufacture and distribute products. In addition, cost of products includes adjustments to reflect inventory at its net realizable value, as well as adjustments for obsolescence and product warranties. Cost of Services The Company’s cost of services primarily consists of food and beverage costs and transaction fees with respect to in-app purchases within the Company’s WGT digital golf game. Food and beverage costs are variable by nature, change with sales volume, and are impacted by product mix and commodity pricing. Cost of services excludes employee costs as well as depreciation and amortization. Other Venue Expenses Other venue expenses consists of salaries and wages, bonuses, commissions, payroll taxes, and other employee costs that directly support venue operations, in addition to rent and occupancy costs, property taxes, depreciation associated with venues, supplies, credit card fees and marketing expenses. Other venue expenses include both fixed and variable components and are therefore not directly correlated with revenue. Venue Pre-Opening Costs |
Selling, General and Administrative Expenses (SG&A) | SG&A expenses are comprised primarily of employee costs, advertising and promotional costs, tour expenses, legal and professional fees, travel expenses, building and rent expenses, depreciation charges (excluding those related to manufacturing and distribution operations), amortization of intangible assets, and other miscellaneous expenses. |
Research and Development | Research and development expenses are comprised of costs to develop or significantly improve the Company's products and technology, which primarily include the salaries and wages of personnel engaged in research and development activities, research costs and depreciation expense. |
Inventories | Unless otherwise stated below, the Company's inventory is recorded at the lower of cost or net realizable value, which includes a reserve for excess, obsolete and/or unmarketable inventory. This reserve is regularly assessed based on current inventory levels, sales trends, and historical experience, as well as management’s estimates of market conditions and forecasts of future product demand, all of which are subject to change. The Company utilizes the standard costing method, determined on the first-in, first-out basis, for its golf equipment inventory and soft goods inventory sold under the TravisMathew, OGIO and Callaway brands, and the weighted average costing method for soft goods inventory sold under the Jack Wolfskin brand. Golf equipment inventory, which is directly manufactured by the Company, includes finished goods, raw materials, labor and manufacturing overhead costs and work in process. The Company's soft goods product lines, which are manufactured by third-party contractors, primarily include finished good products. Toptracer hardware and software, food and beverage products and Topgolf-specific retail merchandise inventories are stated at weighted average cost. |
Property, Plant and Equipment | Buildings capitalized in conjunction with deemed landlord financing where the Company is deemed to be the accounting owner are depreciated, less residual value, over the shorter of 20 years or the lease term. Normal repairs and maintenance costs are expensed as incurred. Expenditures that materially increase values, change capacities, or extend useful lives are capitalized. The related costs and accumulated depreciation of disposed assets are eliminated and any resulting gain or loss on disposition is recognized in earnings. Construction in-process consists primarily of costs associated with building improvements, machinery and equipment and venues under construction that have not yet been placed into service, unfinished molds as well as in-process internal-use software. In accordance with ASC Topic 350-40, “Internal-Use Software,” the Company capitalizes certain costs incurred in connection with developing or obtaining internal use software. Costs incurred in the preliminary project stage are expensed. All direct external costs incurred to develop internal-use software during the development stage are capitalized and depreciated using the straight-line method over the remaining estimated useful lives. Costs such as maintenance and training are expensed as incurred. |
Goodwill and Intangible Assets | The Company's intangible assets, which are comprised of goodwill, trade names, trademarks, service marks, trade dress, customer and distributor relationships, developed technology, non-competes and patents were acquired in connection with the acquisitions of Odyssey Sports, Inc., FrogTrader, Inc., OGIO, TravisMathew, Jack Wolfskin, certain foreign distributors and the recently completed merger with Topgolf on March 8, 2021. In accordance with ASC Topic 350, “Intangibles—Goodwill and Other,” goodwill and intangible assets with indefinite lives are not amortized but instead are measured for impairment at least annually or more frequently when events indicate that an impairment exists. The Company calculates impairment as the excess of the carrying value of goodwill and other indefinite-lived intangible assets over their estimated fair value. If the carrying value exceeds the estimate of fair value a write-down is recorded. To determine fair value, the Company uses discounted cash flow estimates, quoted market prices, royalty rates when available and independent appraisals when appropriate. During the second quarter of 2020, due to the significant disruptions caused by the COVID-19 pandemic on the Company's operations, the Company performed a qualitative assessment considering the macroeconomic conditions caused by the COVID-19 pandemic, and the potential impact on the Company's revenue and operating income for the remainder of fiscal 2020 and potentially beyond. As a result, the Company determined that there were indicators of impairment, and proceeded with a quantitative assessment to test the recoverability of goodwill for all its reporting units, in addition to the recoverability of indefinite-lived intangible assets, consisting primarily of the trade names and trademarks associated with the Company's brands. Based on this assessment, the Company determined that the fair values of the Jack Wolfskin reporting unit and the Jack Wolfskin trade name were less than their carrying values. As a result, during the second quarter of 2020, the Company recognized impairment losses to write-off the goodwill associated with the Jack Wolfskin reporting unit and write-down the trade name associated with the Jack Wolfskin brand name to its new estimated fair value. There were no further impairments recognized over the remainder of 2020. For further discussion, see Note 9. Intangible assets that are determined to have definite lives are amortized over their estimated useful lives and are measured for impairment in accordance with ASC Topic 360-10-35, “Impairment or Disposal of Long-Lived Assets” as discussed above, only when events or circumstances indicate the carrying value may be impaired. See Note 9 for further discussion of the Company’s intangible assets. Costs related to the development, maintenance, or renewal of internally developed intangible assets that are inherent in the Company's continuing business and relate to the Company as a whole, that were not acquired as a part of a business combination or asset acquisition, are expensed as incurred. |
Estimated Credit Losses | The Company's trade accounts receivable are recorded at net realizable value, which includes an appropriate allowance for estimated credit losses, as well as reserves related to product returns and sales programs as described in Note 4. Under ASC Topic 326, the “expected credit loss” model replaces the “incurred loss” model and requires consideration of a broader range of information to estimate expected credit losses over the life of the asset. The Company's prior methodology for estimating credit losses on trade accounts receivable did not differ significantly from the new requirements of ASC 326. Specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. An estimate of credit losses for the remaining customers in the aggregate is based upon historical bad debts, current customer receivable balances, age of customer receivable balances, the customers' financial condition, all of which are subject to change. Additionally, the Company’s monitoring activities now consider future reasonable and supportable forecasts of economic conditions to adjust all general reserve percentages as necessary. Balances are written off when determined to be uncollectible. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over estimated useful lives generally as follows: Buildings and improvements 10-40 years Machinery and equipment 5-10 years Furniture, computers and equipment 3-5 years Internal-use software 3-5 years Production molds 2-5 years |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information Related to Leases | Leasing receivables related to the Company’s net investment in sales-type leases are as follows (in thousands): Balance Sheet Location March 31, Leasing receivables, net - current Other current assets $ 8,957 Leasing receivables - long-term Other assets 29,903 $ 38,860 Supplemental balance sheet information related to leases is as follows (in thousands): Balance Sheet Location March 31, December 31, 2020 Operating Leases ROU assets, net Operating lease ROU assets, net $ 1,041,395 $ 194,776 Lease liabilities, short-term Operating lease liabilities, short-term $ 51,510 $ 29,579 Lease liabilities, long-term Operating lease liabilities, long-term $ 1,155,551 $ 177,996 Deemed Landlord Financing Lease liabilities, short-term Accrued expenses $ 1,567 $ — Lease liabilities, long-term Deemed landlord financing, long-term $ 221,618 $ — Finance Leases ROU assets, net, Other assets $ 2,761 $ 1,003 Lease liabilities, short-term Accrued expenses $ 1,090 $ 252 Lease liabilities, long-term Long-term other $ 1,903 $ 447 |
Components of Lease Expense and Other Information Related to Leases | The components of lease expense are as follows (in thousands): Three Months Ended 2021 2020 Operating lease costs $ 20,497 $ 11,022 Financing lease costs: Amortization of right-of-use assets 322 167 Interest on lease liabilities 20 11 Total financing lease costs 342 178 Variable lease costs 579 1,296 Total lease costs $ 21,418 $ 12,496 Other information related to leases was as follows (in thousands): Three Months Ended Supplemental Cash Flows Information 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 18,852 $ 9,331 Operating cash flows from finance leases $ 9 $ 11 Financing cash flows from finance leases $ 95 $ 109 Lease liabilities arising from new ROU assets: Operating leases $ 28,419 $ 51,851 Finance leases $ 29 $ 22 March 31, 2021 December 31, 2020 Weighted average remaining lease term (years): Operating leases 14.6 9.8 Finance leases 2.8 3.0 Weighted average discount rate: Operating leases 8.2 % 5.3 % Finance leases 5.3 % 3.9 % |
Future Minimum Lease Obligations | Future minimum lease obligations as of March 31, 2021 were as follows (in thousands): Operating Leases DLF Leases Finance Leases Remainder of 2021 $ 111,570 $ 13,253 $ 902 2022 146,151 20,026 1,171 2023 143,834 19,862 736 2024 141,171 20,054 352 2025 139,169 20,380 26 Thereafter 1,464,450 355,973 9 Total future lease payments 2,146,345 449,548 3,196 Less: imputed interest 939,284 226,363 203 Total $ 1,207,061 $ 223,185 $ 2,993 |
Future Minimum Lease Obligations | Future minimum lease obligations as of March 31, 2021 were as follows (in thousands): Operating Leases DLF Leases Finance Leases Remainder of 2021 $ 111,570 $ 13,253 $ 902 2022 146,151 20,026 1,171 2023 143,834 19,862 736 2024 141,171 20,054 352 2025 139,169 20,380 26 Thereafter 1,464,450 355,973 9 Total future lease payments 2,146,345 449,548 3,196 Less: imputed interest 939,284 226,363 203 Total $ 1,207,061 $ 223,185 $ 2,993 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents the Company's revenue disaggregated by major product category and operating and reportable segment (in thousands): Operating and Reportable Segments Three Months Ended March 31, 2021 Three Months Ended March 31, 2020 Golf Equipment Apparel, Gear Topgolf Total Golf Equipment Apparel, Gear Total Major revenue categories: Golf clubs $ 316,353 $ — $ — $ 316,353 $ 251,224 $ — $ 251,224 Golf balls 60,529 — — 60,529 40,437 — 40,437 Apparel — 95,289 — 95,289 — 77,290 77,290 Gear, accessories & other — 86,813 — 86,813 — 73,325 73,325 Venues — — 85,170 85,170 — — — Other business lines — — 7,467 7,467 — — — $ 376,882 $ 182,102 $ 92,637 $ 651,621 $ 291,661 $ 150,615 $ 442,276 The Topgolf segment includes an immaterial amount of golf clubs, golf balls, and apparel sales, which are reflected within product sales within the consolidated condensed statement of operations for the three months ended March 31, 2021. The Apparel, Gear and Other and Topgolf segments include royalty income from licensing agreements of $10,868,000 and $5,545,000 for the three months ended March 31, 2021 and 2020, respectively. As of March 31, 2021 and December 31, 2020, the Company's deferred revenue liability was $70,946,000 and $2,546,000, respectively. The balance as of March 31, 2021 included a deferred revenue liability of $68,093,000 in the Topgolf segment related to gift cards, event deposits, lifetime memberships, prepaid sponsorship, premium membership, the WGT digital golf game, and game credits. Revenue from redeemed gift cards and gift card breakage was $3,306,000 and $525,000 for the three months ended March 31, 2021 and 2020, respectively. Deferred revenue from redeemed event deposits, lifetime memberships, prepaid sponsorship, premium membership, WGT digital golf game, game credits, and the corresponding breakage was $24,740,000 for the three months ended March 31, 2021. The following table summarizes revenue by geographical areas in which the Company operates (in thousands): Three Months Ended 2021 2020 Revenue by Major Geographic Region: United States $ 388,222 $ 217,503 Europe 108,345 96,719 Japan 71,886 77,347 Rest of World 83,168 50,707 $ 651,621 $ 442,276 |
Sales Returns and Allowances | The following table provides a reconciliation of the activity related to the Company’s sales return reserve (in thousands): Three Months Ended 2021 2020 Beginning balance $ 43,986 $ 34,314 Provision 35,890 35,636 Sales returns (19,092) (18,958) Ending balance $ 60,784 $ 50,992 |
Schedule of reconciliation of the activity related to the Company’s allowance for estimated credit losses | The following table provides a reconciliation of the activity related to the Company’s allowance for estimated credit losses (in thousands): Three Months Ended 2021 2020 Beginning balance $ 8,841 $ 5,992 Adjustment due to the adoption of Topic 326 — 289 (Recovery)/provision for credit losses (378) 13 Write-off of uncollectible amounts, net of recoveries (1,662) (154) Ending balance $ 6,801 $ 6,140 |
Estimated Credit Losses (Tables
Estimated Credit Losses (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Credit Loss [Abstract] | |
Schedule of reconciliation of the activity related to the Company’s allowance for estimated credit losses | The following table provides a reconciliation of the activity related to the Company’s allowance for estimated credit losses (in thousands): Three Months Ended 2021 2020 Beginning balance $ 8,841 $ 5,992 Adjustment due to the adoption of Topic 326 — 289 (Recovery)/provision for credit losses (378) 13 Write-off of uncollectible amounts, net of recoveries (1,662) (154) Ending balance $ 6,801 $ 6,140 |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date based on the preliminary purchase price allocation (in thousands): At March 8, 2021 Assets Acquired Cash $ 171,294 Accounts receivable 11,277 Inventories 14,661 Other current assets 52,233 Property and equipment 1,018,647 Operating lease right-of-use assets 833,812 Investments 7,673 Other assets 33,664 Intangibles - trade name 994,200 Intangibles - technology & customer relationships 91,928 Goodwill 1,412,361 Total assets acquired 4,641,750 Liabilities Assumed Accounts Payable and accrued liabilities 89,428 Accrued employee costs 36,992 Construction advances 60,333 Deferred revenue 66,232 Other current liabilities 7,821 Long-term debt 535,096 Deemed landlord financing 179,840 Operating lease liabilities 1,023,338 Other long-term liabilities 23,538 Deferred tax liabilities 133,502 Net assets acquired $ 2,485,630 Goodwill allocated to other business units 563,220 Total purchase price and consideration transferred in the merger $ 3,048,850 |
Business Acquisition, Pro Forma Information | The following table presents supplemental pro-forma information for the three months ended March 31, 2021 and 2020 as if the merger with Topgolf had occurred on January 1, 2020. These amounts have been calculated after applying the Company's accounting policies and are based upon currently available information. For this analysis, the Company assumed that gains and costs associated with the merger, including a gain of $252,531,000 recognized on the Company's pre-acquisition investment in Topgolf, acquisition costs of $15,755,000 and a valuation allowance of $38,927,000 against certain net operating losses and tax credit carryforwards, in addition to the amortization of estimated intangible assets and other fair value adjustments, as well as the tax effect on those costs, were recognized as of January 1, 2020. Pre-acquisition net sales and net income amounts for Topgolf were derived from the books and records of Topgolf prepared prior to the acquisition and are presented for informational purposes only and do not purport to be indicative of the results of future operations or of the results that would have occurred had the acquisition taken place as of the dates noted below. Three Months Ended 2021 2020 (in thousands) Net revenues $ 794,565 $ 666,134 Net income $ 44,216 $ 165,749 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The Company's long-term debt obligations are summarized as follows (in thousands): March 31, 2021 December 31, 2020 Interest Rate Unamortized Original Issuance Discount and Debt Issuance Costs Carrying Value, net Carrying Value, net Short-Term Credit Facilities U.S. Asset-Based Revolving Credit Facility 3.25 % $ 1,652 $ 15,279 $ 22,130 Japan ABL Facility 1.28 % — — — Long-Term Debt and Credit Facility Japan Term Loan Facility payable through August 2025 0.86 % $ — $ 16,257 $ 18,390 Term Loan Facility payable through January 2026 4.61 % 18,125 422,275 428,175 Topgolf Term Loan payable through February 2026 7.00 % 7,415 335,585 — Topgolf Revolving Credit Facility 4.25 % 7,810 152,190 — 2.75% Convertible Notes due May 2026 2.75 % 72,889 185,861 183,126 Equipment Notes payable through March 2027 2.36% - 3.79% — 29,747 31,822 Mortgage loans payable through July 2036 9.75% - 11.31% — 46,743 — Financed Tenant Improvements 8.00 % — 3,764 3,650 $ 106,239 $ 1,192,422 $ 665,163 Balance Sheet Location Accrued expenses $ 3,816 $ 17,432 $ 14,599 Long-term debt 102,423 1,174,990 650,564 $ 106,239 $ 1,192,422 $ 665,163 |
Contractual Obligation, Fiscal Year Maturity | The following table presents the Company's combined aggregate amount of maturities for the Company's long-term debt over the next five years and thereafter as of March 31, 2021. Amounts payable under the Term Loan Facility included below represent the minimum principal repayment obligations. As of March 31, 2021, the Company does not anticipate excess cash flow repayments as defined by the Term Loan Facility. (in thousands) Remainder of 2021 $ 20,657 2022 20,680 2023 18,426 2024 176,702 2025 11,745 Thereafter 1,050,451 $ 1,298,661 |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 2021 2020 Earnings per common share—basic Net income $ 272,461 $ 28,894 Weighted-average common shares outstanding—basic (1) 117,482 94,309 Basic earnings per common share $ 2.32 $ 0.31 Earnings per common share—diluted Net income $ 272,461 $ 28,894 Weighted-average common shares outstanding—basic (1) 117,482 94,309 Convertible notes weighted-average shares outstanding 5,361 — Outstanding options, restricted stock units and performance share units 1,727 1,367 Weighted-average common shares outstanding—diluted 124,570 95,676 Diluted earnings per common share $ 2.19 $ 0.30 (1) In connection with the Topgolf merger, on March 8, 2021, the Company issued 89,776,450 of its common stock to the stockholders of Topgolf, and 187,568 of its common stock for restricted stock awards converted in the merger (see Note 15), of which 22,990,805 weighted average shares were included in the basic and diluted share calculations based on the number of days the shares were outstanding during the three months ended March 31, 2021. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill by operating and reportable segment are as follows (in thousands): Golf Equipment Apparel, Gear and Other Topgolf Total Balance at December 31, 2020 $ 27,025 $ 29,633 $ — $ 56,658 Acquisitions 504,568 58,652 1,412,361 1,975,581 Impairments — — — — Foreign currency translation (182) — — (182) Balance at March 31, 2021 $ 531,411 $ 88,285 $ 1,412,361 $ 2,032,057 |
Intangible Assets by Major Asset Class | The following sets forth the intangible assets by major asset class (dollars in thousands): Useful March 31, 2021 Gross (1) Accumulated Amortization Translation Adjustment Net Book Indefinite-lived: Trade name, trademark, trade dress and other NA $ 1,441,003 $ — $ 9,088 $ 1,431,915 Liquor licenses NA 7,400 — — 7,400 Amortizing: Patents 2-16 32,041 31,590 — 451 Customer and distributor relationships and other 1-10 61,377 21,233 1,345 38,799 Developed technology 1-10 80,000 832 (142) 79,310 Total intangible assets $ 1,621,821 $ 53,655 $ 10,291 $ 1,557,875 Useful December 31, 2020 Gross Accumulated Amortization Net Book Indefinite-lived: Trade name, trademark, trade dress and other NA $ 446,803 $ — $ 446,803 Amortizing: Patents 2-16 31,581 31,581 — Customer and distributor relationships and other 1-10 57,309 19,773 37,536 Total intangible assets $ 535,693 $ 51,354 $ 484,339 (1) The gross balance of intangible assets as of March 31, 2021 includes additions of $1,001,600,000 and $84,528,000 in indefinite-lived and amortizing intangible assets, respectively, related to the Topgolf merger in March 2021. |
Amortization Expense Related to Intangible Assets | Amortization expense related to intangible assets at March 31, 2021 in each of the next five fiscal years and beyond is expected to be incurred as follows (in thousands): Remainder of 2021 $ 13,704 2022 14,332 2023 12,517 2024 12,517 2025 12,427 Thereafter 53,063 $ 118,560 |
Product Warranty (Tables)
Product Warranty (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Guarantees [Abstract] | |
Reconciliation of Reserve for Warranty Expense | The following table provides a reconciliation of the activity related to the Company’s reserve for warranty expense. The warranty reserve is included in other current liabilities in the accompanying consolidated condensed balance sheets as of March 31, 2021 and December 31, 2021. Amount in the table below are in thousands. Three Months Ended 2021 2020 Beginning balance $ 9,364 $ 9,636 Provision 2,456 1,808 Claims paid/costs incurred (1,120) (1,653) Ending balance $ 10,700 $ 9,791 |
Selected Financial Statement _2
Selected Financial Statement Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | March 31, 2021 December 31, 2020 (In thousands) Inventories: Raw materials $ 72,330 $ 69,932 Work-in-process 1,439 1,010 Finished goods 258,806 281,602 Food and beverage 3,739 — $ 336,314 $ 352,544 Property, plant and equipment, net: Land $ 52,151 $ 7,308 Buildings and leasehold improvements 703,058 100,653 Machinery and equipment 196,330 137,026 Furniture, computer hardware and equipment 157,113 100,558 Internal-use software 70,510 42,082 Production molds 6,809 6,809 Construction-in-process 236,897 13,299 1,422,868 407,735 Accumulated depreciation (230,590) (261,240) $ 1,192,278 $ 146,495 Accrued AP and expenses: Accrued expenses $ 201,538 $ 136,277 Accrued goods in-transit 39,513 47,140 $ 241,051 $ 183,417 Accrued employee compensation and benefits: Accrued payroll and taxes $ 62,488 $ 17,009 Accrued vacation and sick pay 20,517 12,887 Accrued commissions 4,653 1,041 $ 87,658 $ 30,937 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 state 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 2010 and prior California (U.S.) 2008 and prior Germany 2013 and prior Japan 2014 and prior South Korea 2015 and prior United Kingdom 2016 and prior |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Purchase Commitments | The minimum obligation that the Company is required to pay as of March 31, 2021 under these agreements is $109,882,000 over the next four years as follows (in thousands): Remainder of 2021 $ 44,503 2022 40,230 2023 24,899 2024 250 $ 109,882 |
Share-Based Employee Compensa_2
Share-Based Employee Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The table below summarizes the amounts recognized in the financial statements for the three months ended March 31, 2021 and 2020 for share-based compensation, including expense for restricted stock units, performance share units, restricted stock awards and stock options (in thousands). Three Months Ended 2021 2020 Cost of products $ 226 $ 156 Selling, general and administrative expenses 4,210 1,587 Research and development expenses 176 118 Total cost of share-based compensation included in income, before income tax 4,612 1,861 Income tax benefit 1,106 428 Total cost of employee share-based compensation, after tax $ 3,506 $ 1,433 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 forward contracts (see Note 17) that are measured at fair value on a recurring basis by the above pricing levels at March 31, 2021 and December 31, 2020 (in thousands): Fair Level 1 Level 2 Level 3 March 31, 2021 Foreign currency forward contracts—asset position (1) $ 10,389 $ — $ 10,389 $ — Foreign currency forward contracts—liability position (1) (719) — (719) — Interest rate hedge agreements—liability position (2) (14,047) — (14,047) — $ (4,377) $ — $ (4,377) $ — December 31, 2020 Foreign currency forward contracts—asset position (1) $ 90 $ — $ 90 $ — Foreign currency forward contracts—liability position (1) (1,553) — (1,553) — Interest rate hedge agreements—liability position (2) (17,922) — (17,922) — $ (19,385) $ — $ (19,385) $ — (1) The fair value of the Company’s foreign currency forward contracts are 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 forward contracts designated as cash flow hedges are recorded in accumulated other comprehensive income (loss) until recognized in earnings during the period that the hedged transactions take place (see Note 17). (2) The fair value of interest rate hedge contracts are based on observable inputs that are corroborated by market data. |
Fair Value Relating to Financial Assets and Liabilities | The carrying values of cash and cash equivalents at March 31, 2021 and December 31, 2020 are categorized within Level 1 of the fair value hierarchy. The table below illustrates information about fair value relating to the Company’s financial assets and liabilities that are recognized in the accompanying consolidated condensed balance sheets as of March 31, 2021 and December 31, 2020 (in thousands). March 31, 2021 December 31, 2020 Carrying Fair Carrying Fair Term Loan Facility (1) $ 440,400 $ 442,140 $ 441,600 $ 443,243 2020 Japan Term Loan Facility (2) $ 16,258 $ 14,675 $ 18,390 $ 16,083 Convertible Notes (3) $ 258,750 $ 439,254 $ 258,750 $ 414,191 U.S. Asset-Based Revolving Credit Facility (4) $ 16,931 $ 16,931 $ 22,130 $ 22,130 Equipment Notes (5) $ 29,747 $ 28,229 $ 31,822 $ 29,385 Topgolf Revolving Credit Facility (6) $ 152,190 $ 152,190 $ — $ — Mortgage Loans (6) $ 46,743 $ 46,743 $ — $ — Topgolf Term Loan (6) $ 335,585 $ 335,585 $ — $ — (1) In January 2019, the Company entered into a Term Loan Facility. The fair value of this debt is based on quoted prices for similar instruments in active markets combined with quantitative pricing models, and is therefore categorized within Level 2 of the fair value hierarchy. See Note 7 for further information. (2) In August 2020, the Company entered into the 2020 Japan Term Loan Facility. The fair value is categorized within Level 2 of the fair value hierarchy. The Company used discounted cash flows and market-based expectations for interest rates, credit risk, and the contractual terms of the debt to derive the fair value. See Note 7 for further information. (3) In May 2020, the Company issued $258,750,000 of 2.75% Convertible Notes due in 2026. The fair value of this debt is based on quoted prices in secondary markets combined with quantitative pricing models, and is therefore categorized within Level 2 of the fair value hierarchy. For further discussion, see Note 7. (4) The carrying value of the amounts outstanding under the Company's ABL Facility approximates the fair value due to the short-term nature of these obligations. The fair value of this debt is categorized within Level 2 of the fair value hierarchy based on the observable market borrowing rates. See Note 7 for information on the Company's credit facilities, including certain risks and uncertainties related thereto. (5) The Company entered into equipment notes in 2017, 2019 and 2020 that are secured by certain equipment at the Company's golf ball manufacturing facility. The fair value of this debt is categorized within Level 2 of the fair value hierarchy. The Company used discounted cash flows and market-based expectations for interest rates, credit risk, and the contractual terms of the debt to derive the fair value. See Note 7 for further information. (6) The fair value of the Company's Topgolf Revolving Credit Facility, Topgolf Term Loan and mortgage loans were assessed in connection with the purchase accounting related to the merger with Topgolf on March 8, 2021. There were no significant changes to the fair values of these obligations from the merger date through March 31, 2021. As such, fair value approximates the carrying value. See Note 7 for further information. |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 derivative instruments as well as the location of the asset and/or liability on the consolidated condensed balance sheets at March 31, 2021 and December 31, 2020 (in thousands): Balance Sheet Location Fair Value of March 31, 2021 December 31, 2020 Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts Other current assets $ 2,376 $ 37 Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets 8,013 53 Total asset position $ 10,389 $ 90 Balance Sheet Location Fair Value of March 31, 2021 December 31, 2020 Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts Accrued AP and expenses $ 186 $ 38 Interest rate hedge contracts Accrued AP and expenses 4,743 4,780 Interest rate hedge contracts Other long-term liabilities 9,304 13,142 14,233 17,960 Derivatives not designated as hedging instruments: Foreign currency forward contracts Accrued AP and expenses 533 1,515 Total liability position $ 14,766 $ 19,475 |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The following tables summarize the net effect of all cash flow hedges on the consolidated condensed financial statements for the three months ended March 31, 2021 and 2020 (in thousands): Gain/(Loss) Recognized in Other Comprehensive Income Three Months Ended Derivatives designated as cash flow hedging instruments 2021 2020 Foreign currency forward contracts $ 2,191 $ 2,410 Cross-currency debt swap agreements — 15,081 Interest rate hedge agreements 2,690 (11,233) $ 4,881 $ 6,258 Gain/(Loss) Reclassified from Other Comprehensive Income into Earnings Three Months Ended Derivatives designated as cash flow hedging instruments 2021 2020 Foreign currency forward contracts $ (248) $ 233 Cross-currency debt swap agreements — 7,048 Interest rate hedge agreements (1,185) (434) $ (1,433) $ 6,847 |
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 months ended March 31, 2021 and 2020, respectively, in addition to the derivative contract type (in thousands): Location of Net Gain Recognized in Income on Derivative Instruments Amount of Net Gain Recognized in Income on Derivatives not designated as hedging instruments Three Months Ended 2021 2020 Foreign currency forward contracts Other expense, net $ 10,628 $ 5,856 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table details the amounts reclassified from accumulated other comprehensive loss to cost of products, as well as changes in foreign currency translation for the three months ended March 31, 2021. Amounts are in thousands. Derivative Instruments Foreign Currency Translation Total Accumulated other comprehensive loss, December 31, 2020, after tax $ (14,017) $ 7,471 $ (6,546) Change in derivative instruments 4,881 — 4,881 Net gains reclassified to cost of products 248 — 248 Net gains reclassified to interest expense 1,185 — 1,185 Income tax provision on derivative instruments (971) — (971) Foreign currency translation adjustments — (16,243) (16,243) Accumulated other comprehensive loss, March 31, 2021, after tax $ (8,674) $ (8,772) $ (17,446) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The tables below contains information utilized by management to evaluate its operating segments for the interim periods presented (in thousands). Three Months Ended 2021 2020 Net revenues: Golf Equipment $ 376,882 $ 291,661 Apparel, Gear and Other 182,102 150,615 Topgolf (1) 92,637 — Total net revenues $ 651,621 $ 442,276 Income before income taxes: Golf Equipment $ 84,921 $ 58,620 Apparel, Gear and Other 20,490 (3,799) Topgolf 3,954 — Total segment operating income 109,365 54,821 Reconciling items (2) 210,839 (16,776) Total income before income taxes $ 320,204 $ 38,045 Additions to long-lived assets: (3) Golf Equipment $ 6,425 $ 16,962 Apparel, Gear and Other 5,066 10,124 Topgolf 26,118 — Total additions to long-lived assets $ 37,609 $ 27,086 (1) Revenue attributable to the Topgolf operating segment is for the period beginning March 8, 2021 (merger date) through April 4, 2021. (2) Reconciling items represent the deduction of corporate general and administration expenses and other income (expenses), which are not utilized by management in determining segment profitability. Reconciling items for the three months ended March 31, 2021 also include transaction costs of $15,755,000 and $2,248,000 for non-cash amortization expense for intangible assets acquired in connection with the merger with Topgolf (See Note 6), in addition to a gain of $252,531,000 related to the fair value step-up on the Company's investment in Topgolf (see Note 10). Reconciling items for the three months ended March 31, 2020 included expenses related to the Company's transition to the new North America Distribution Center, in addition to other integration costs associated with Jack Wolfskin. (3) Additions to long-lived assets are comprised of purchases of property, plant and equipment. |
Basis of Presentation (Details)
Basis of Presentation (Details) | 3 Months Ended |
Mar. 31, 2021segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 3 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |
Lessor, Direct Financing Lease, Term of Contract | 20 years |
Sell-Through Promotion, Useful Life | 2 years |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Franchise, term of contract | 15 years |
Minimum | Software and Hardware | |
Lessee, Lease, Description [Line Items] | |
Lessor, Operating Lease, Term of Contract | 3 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Franchise, term of contract | 20 years |
Maximum | Software and Hardware | |
Lessee, Lease, Description [Line Items] | |
Lessor, Operating Lease, Term of Contract | 5 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Assets Leased to Others | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Minimum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Minimum | Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Minimum | Furniture, computers and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Minimum | Internal-use software | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Minimum | Production molds | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Maximum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 40 years |
Maximum | Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Maximum | Furniture, computers and equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Maximum | Internal-use software | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Maximum | Production molds | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Leases - Additional Information
Leases - Additional Information (Details) | 3 Months Ended | ||
Mar. 31, 2021USD ($)landlord_buildinglease | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | |||
Sales-type lease, revenue | $ 3,893,000 | ||
Lessee, operating lease, lease not yet commenced, undiscounted amount | $ 828,530,000 | ||
Lessee, operating lease, number of leases not yet commenced | lease | 14 | ||
Lessee, operating lease, lease not yet commenced, construction costs | $ 58,103,000 | ||
Lessee, operating lease, lease not yet commenced, construction advances | $ 54,874,000 | ||
Lessee, operating lease, lease not yet commenced, term of contract | 20 years | ||
Deemed Landlord Finance Lease | |||
Lessee, Lease, Description [Line Items] | |||
Number of deemed landlord financing leases that did not meet sale-leaseback criteria | lease | 2 | ||
Number of landlord buildings | landlord_building | 10 | ||
Finance lease, right-of-use asset, after accumulated amortization | $ 280,864,000 | ||
Lessee, finance lease, term of contract | 20 years | ||
Lease Commencing 2021 | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, lease not yet commenced, undiscounted amount | $ 75,000,000 | ||
Lessee, operating lease, number of leases not yet commenced | lease | 5 | ||
COVID-19 | |||
Lessee, Lease, Description [Line Items] | |||
Rent abatement | $ 0 | $ 0 | |
COVID-19 | Accrued Liabilities | |||
Lessee, Lease, Description [Line Items] | |||
Rent concession payable | 3,425,000 | $ 687,000 | |
COVID-19 | Other long-term liabilities | |||
Lessee, Lease, Description [Line Items] | |||
Rent concession payable | 9,345,000 | ||
COVID-19 | Topgolf International, Inc | |||
Lessee, Lease, Description [Line Items] | |||
Rent concession payable | $ 12,770,000 |
Leases - Sales-Type Leases (Det
Leases - Sales-Type Leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Leases [Abstract] | |
Leasing receivables, net - current | $ 8,957 |
Leasing receivables - long-term | 29,903 |
Total leasing receivables | $ 38,860 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
ROU assets, net | $ 1,041,395 | $ 194,776 |
Lease liabilities, short-term | 51,510 | 29,579 |
Operating lease liabilities, long-term | 1,155,551 | 177,996 |
Finance Leases | ||
Lease liabilities, short-term | 1,090 | 252 |
Lease liabilities, long-term | 1,903 | 447 |
ROU assets, net, | 2,761 | 1,003 |
Deemed Landlord Finance Lease | ||
Finance Leases | ||
Lease liabilities, short-term | 1,567 | 0 |
Lease liabilities, long-term | $ 221,618 | $ 0 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease costs | $ 20,497 | $ 11,022 |
Financing lease costs: | ||
Amortization of right-of-use assets | 322 | 167 |
Interest on lease liabilities | 20 | 11 |
Total financing lease costs | 342 | 178 |
Variable lease costs | 579 | 1,296 |
Total lease costs | $ 21,418 | $ 12,496 |
Leases - Other Information Rela
Leases - Other Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from operating leases | $ 18,852 | $ 9,331 | |
Operating cash flows from finance leases | 9 | 11 | |
Financing cash flows from finance leases | 95 | 109 | |
Lease liabilities arising from new ROU assets: | |||
Operating leases | 28,419 | 51,851 | |
Finance leases | $ 29 | $ 22 | |
Weighted average remaining lease term (years): | |||
Operating leases | 14 years 7 months 6 days | 9 years 9 months 18 days | |
Finance leases | 2 years 9 months 18 days | 3 years | |
Weighted average discount rate: | |||
Operating leases | 8.20% | 5.30% | |
Finance leases | 5.30% | 3.90% |
Leases - Future Minimum Lease O
Leases - Future Minimum Lease Obligations (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Operating Leases | |
Remainder of 2021 | $ 111,570 |
2022 | 146,151 |
2023 | 143,834 |
2024 | 141,171 |
2025 | 139,169 |
Thereafter | 1,464,450 |
Total future lease payments | 2,146,345 |
Less: imputed interest | 939,284 |
Total | 1,207,061 |
Finance Leases | |
Remainder of 2021 | 902 |
2022 | 1,171 |
2023 | 736 |
2024 | 352 |
2025 | 26 |
Thereafter | 9 |
Total future lease payments | 3,196 |
Less: imputed interest | 203 |
Total | 2,993 |
Deemed Landlord Finance Lease | |
Finance Leases | |
Remainder of 2021 | 13,253 |
2022 | 20,026 |
2023 | 19,862 |
2024 | 20,054 |
2025 | 20,380 |
Thereafter | 355,973 |
Total future lease payments | 449,548 |
Less: imputed interest | 226,363 |
Total | $ 223,185 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Total net revenues | $ 651,621 | $ 442,276 |
Golf Equipment | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 376,882 | 291,661 |
Apparel, Gear & Other | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 182,102 | 150,615 |
Topgolf | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 92,637 | |
Golf clubs | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 316,353 | 251,224 |
Golf clubs | Golf Equipment | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 316,353 | 251,224 |
Golf balls | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 60,529 | 40,437 |
Golf balls | Golf Equipment | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 60,529 | 40,437 |
Apparel | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 95,289 | 77,290 |
Apparel | Apparel, Gear & Other | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 95,289 | 77,290 |
Gear, accessories & other | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 86,813 | 73,325 |
Gear, accessories & other | Apparel, Gear & Other | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 86,813 | 73,325 |
Venues | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 85,170 | |
Venues | Topgolf | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 85,170 | |
Product and Service, Other | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 7,467 | |
Product and Service, Other | Topgolf | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 7,467 | |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 388,222 | 217,503 |
Europe | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 108,345 | 96,719 |
Japan | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | 71,886 | 77,347 |
Rest of World | ||
Disaggregation of Revenue [Line Items] | ||
Total net revenues | $ 83,168 | $ 50,707 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Number of operating segments | segment | 3 | ||
Number of reportable segments | segment | 3 | ||
Royalty income | $ 10,868 | $ 5,545 | |
Contract with customer, liability | 70,946 | $ 2,546 | |
Topgolf | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Contract with customer, liability | 68,093 | ||
Redeemed Gift Cards and Gift Card Breakage | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Contract with customer, liability | 3,306 | $ 525 | |
Redeemed Event Deposits, Lifetime Memberships, Prepaid Sponsorships, Premium Memberships, WGT Digital Golf Game, Game Credits and Breakage | |||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | |||
Contract with customer, liability | $ 24,740 |
Revenue Recognition - Sales Ret
Revenue Recognition - Sales Return Reserve (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 43,986 | $ 34,314 |
Provision | 35,890 | 35,636 |
Sales returns | (19,092) | (18,958) |
Ending balance | $ 60,784 | $ 50,992 |
Estimated Credit Losses (Detail
Estimated Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Credit Loss [Abstract] | ||||
Accounts receivable, allowance for credit loss, payment term for customers | 60 days | |||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Beginning balance | $ 8,841 | $ 5,992 | ||
Adjustment due to the adoption of Topic 326 | 0 | 289 | ||
Provision | (378) | 13 | ||
Write-off of uncollectible amounts, net of recoveries | (1,662) | (154) | ||
Ending balance | $ 8,841 | $ 5,992 | $ 6,801 | $ 6,140 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) | Mar. 08, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Oct. 27, 2020 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 2,032,057,000 | $ 56,658,000 | |||
Business combination, acquisition related costs | $ (15,755,000) | $ 0 | |||
Tax Credit and Operating Loss Carryforward | |||||
Business Acquisition [Line Items] | |||||
Deferred tax assets, valuation allowance | $ 38,927,000 | ||||
Minimum | Developed Technology and Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Useful Life (years) | 1 year | ||||
Maximum | Developed Technology and Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Useful Life (years) | 10 years | ||||
Callaway Shareholders | |||||
Business Acquisition [Line Items] | |||||
Business combination, step acquisition, equity interest in acquiree, including subsequent acquisition percentage | 51.30% | ||||
Former Topgolf Stakeholders | |||||
Business Acquisition [Line Items] | |||||
Business combination, step acquisition, equity interest in acquiree, including subsequent acquisition percentage | 48.70% | ||||
Topgolf International, Inc | |||||
Business Acquisition [Line Items] | |||||
Business combination, step acquisition, equity interest in acquiree, percentage | 14.30% | ||||
Topgolf International, Inc | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, equity interest issued or issuable, number of shares (in shares) | 89,776,450 | ||||
Business acquisition, number of common stock shares acquired (in shares) | 12,329,721 | ||||
Business combination, step acquisition, equity interest in acquiree, including subsequent acquisition percentage | 100.00% | ||||
Business combination, equity value | $ 1,987,000,000 | ||||
Business combination, step acquisition, equity value of acquiree | $ 1,748,000,000 | ||||
Business combination, exchange ratio, share price (in dollars per share) | $ 19.40 | ||||
Payments to acquire businesses, gross | $ 3,014,174,000 | ||||
Business combination, step acquisition, equity interest in acquiree, fair value | $ 2,650,201,000 | ||||
Business acquisition, share price (in dollars per share) | $ 29.52 | ||||
Business combination, consideration converted, share-based compensation (in shares) | 187,568 | ||||
Business combination, consideration transferred, share-based compensation | $ 33,051,000 | ||||
Business combination, consideration transferred, equity interest issued and issuable | 1,625,000 | ||||
Total purchase price and consideration transferred in the merger | 3,048,850,000 | ||||
Goodwill | 1,975,581,000 | ||||
Business combination, step acquisition, equity interest in acquiree, remeasurement gain | 252,531,000 | $ 252,531,000 | |||
Business combination, acquisition related costs | $ 15,755,000 | $ 0 | |||
Deferred tax assets, valuation allowance | 80,566,000 | ||||
Topgolf International, Inc | Tax Credit and Operating Loss Carryforward | |||||
Business Acquisition [Line Items] | |||||
Deferred tax assets, valuation allowance | 38,927,000 | ||||
Topgolf International, Inc | Future Revenues And Growth | |||||
Business Acquisition [Line Items] | |||||
Goodwill | 1,412,361,000 | ||||
Topgolf International, Inc | Synergies | |||||
Business Acquisition [Line Items] | |||||
Goodwill | $ 563,220,000 | ||||
Topgolf International, Inc | Measurement Input, Royalty Rate | Royalty Savings Income Approach Method | |||||
Business Acquisition [Line Items] | |||||
Business combination, assumed indefinite lived intangible assets, measurement input | 0.025 | ||||
Topgolf International, Inc | Measurement Input, Discount Rate | Royalty Savings Income Approach Method | |||||
Business Acquisition [Line Items] | |||||
Business combination, assumed indefinite lived intangible assets, measurement input | 0.085 |
Business Combinations - Summary
Business Combinations - Summary of Fair Values of the Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 08, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Assets Acquired | |||
Goodwill | $ 2,032,057 | $ 56,658 | |
Liabilities Assumed | |||
Goodwill allocated to other business units | $ 2,032,057 | $ 56,658 | |
Topgolf International, Inc | |||
Assets Acquired | |||
Cash | $ 171,294 | ||
Accounts receivable | 11,277 | ||
Inventories | 14,661 | ||
Other current assets | 52,233 | ||
Property and equipment | 1,018,647 | ||
Operating lease right-of-use assets | 833,812 | ||
Investments | 7,673 | ||
Other assets | 33,664 | ||
Intangibles - trade name | 994,200 | ||
Intangibles - technology & customer relationships | 91,928 | ||
Goodwill | 1,975,581 | ||
Total assets acquired | 4,641,750 | ||
Liabilities Assumed | |||
Accounts Payable and accrued liabilities | 89,428 | ||
Accrued employee costs | 36,992 | ||
Construction advances | 60,333 | ||
Deferred revenue | 66,232 | ||
Other current liabilities | 7,821 | ||
Long-term debt | 535,096 | ||
Deemed landlord financing | 179,840 | ||
Operating lease liabilities | 1,023,338 | ||
Other long-term liabilities | 23,538 | ||
Deferred tax liabilities | 133,502 | ||
Net assets acquired | 2,485,630 | ||
Goodwill allocated to other business units | 1,975,581 | ||
Total purchase price and consideration transferred in the merger | 3,048,850 | ||
Topgolf International, Inc | Future Revenues And Growth | |||
Assets Acquired | |||
Goodwill | 1,412,361 | ||
Liabilities Assumed | |||
Goodwill allocated to other business units | 1,412,361 | ||
Topgolf International, Inc | Synergies | |||
Assets Acquired | |||
Goodwill | 563,220 | ||
Liabilities Assumed | |||
Goodwill allocated to other business units | $ 563,220 |
Business Combinations - Supplem
Business Combinations - Supplemental Pro-Forma Information (Details) - Topgolf International, Inc - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Business Acquisition [Line Items] | ||
Net revenues | $ 794,565 | $ 666,134 |
Net income | $ 44,216 | $ 165,749 |
Business Combinations - Suppl_2
Business Combinations - Supplemental Information of Operating Results (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Business Acquisition [Line Items] | ||
Depreciation and amortization | $ 20,272 | $ 8,997 |
Topgolf International, Inc | ||
Business Acquisition [Line Items] | ||
Business combination, pro forma information, revenue of acquiree since acquisition date, actual | 92,637 | |
Business combination, pro forma information, earnings or loss of acquiree since acquisition date, actual | 3,057 | |
Depreciation and amortization | 10,831 | |
Interest expense, debt | 293 | |
Business combination, integration related costs | $ 400 |
Financing Arrangements - Long-t
Financing Arrangements - Long-term Debt Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 08, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | |||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 106,239 | ||
Long-term debt, gross | 1,298,661 | ||
Long-term debt | 1,192,422 | $ 665,163 | |
Accrued Liabilities | |||
Debt Instrument [Line Items] | |||
Unamortized Original Issuance Discount and Debt Issuance Costs | 3,816 | ||
Long-term debt | 17,432 | 14,599 | |
Long-term Debt | |||
Debt Instrument [Line Items] | |||
Unamortized Original Issuance Discount and Debt Issuance Costs | 102,423 | ||
Long-term debt | 1,174,990 | 650,564 | |
Notes Payable, Other Payables | |||
Debt Instrument [Line Items] | |||
Unamortized Original Issuance Discount and Debt Issuance Costs | 0 | ||
Long-term debt, gross | $ 29,747 | 31,822 | |
Notes Payable, Other Payables | Minimum | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.0236% | ||
Notes Payable, Other Payables | Maximum | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.0379% | ||
Mortgages | |||
Debt Instrument [Line Items] | |||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 0 | ||
Long-term debt, gross | $ 46,743 | 0 | |
Mortgages | Minimum | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.0975% | 9.75% | |
Mortgages | Maximum | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.1131% | 11.31% | |
Tenant Improvements | |||
Debt Instrument [Line Items] | |||
Interest Rate | 8.00% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 0 | ||
Long-term debt, gross | 3,764 | 3,650 | |
Term Loan B Facility | Secured Debt | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 440,400 | 441,600 | |
Topgolf Term Loan | Secured Debt | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.07% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 7,415 | ||
Long-term debt, gross | 335,585 | 0 | |
Long-term debt | $ 343,000 | ||
Convertible Senior Notes | Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest Rate | 2.75% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 72,889 | ||
Long-term debt, gross | $ 185,861 | 183,126 | |
Revolving Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Interest Rate | 4.25% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 7,810 | ||
Long-term debt, gross | 152,190 | 0 | |
Long-term debt | $ 160,000 | ||
Revolving Credit Facility | Japan Term Loan Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.0086% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 0 | ||
Long-term debt, gross | $ 16,257 | 18,390 | |
Revolving Credit Facility | Term Loan B Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Interest Rate | 4.61% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 18,125 | ||
Long-term debt, gross | $ 422,275 | 428,175 | |
Revolving Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.0325% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 1,652 | ||
Short-term debt | $ 15,279 | 22,130 | |
Revolving Credit Facility | Line of Credit | Japan ABL Facility | |||
Debt Instrument [Line Items] | |||
Interest Rate | 0.0128% | ||
Unamortized Original Issuance Discount and Debt Issuance Costs | $ 0 | ||
Short-term debt | $ 0 | $ 0 |
Financing Arrangements - Additi
Financing Arrangements - Additional Information (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Line of Credit Facility [Line Items] | |||
Cash and cash equivalents | $ 397,289,000 | $ 366,119,000 | $ 166,635,000 |
Total available liquidity | 713,067,000 | 259,428,000 | |
Revolving Credit Facility | Line of Credit | U.S. Asset-Based Revolving, Japan ABL and Topgolf Credit Facilities | |||
Line of Credit Facility [Line Items] | |||
Debt, long-term and short-term, combined amount | $ 175,279,000 | ||
Revolving Credit Facility | Line of Credit | U.S. and Japan Credit Facilities | |||
Line of Credit Facility [Line Items] | |||
Debt, long-term and short-term, combined amount | $ 335,593,000 |
Financing Arrangements - U.S. A
Financing Arrangements - U.S. Asset-Based Revolving Credit Facility (Detail) | 1 Months Ended | 3 Months Ended | ||
May 31, 2019USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Apr. 30, 2020USD ($) | |
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | |||
CARES Act | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | |||
Bank of America, N.A. | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, average outstanding amount | $ 17,090,000 | |||
Line of credit facility, average remaining borrowing capacity | $ 246,984,000 | |||
Debt instrument, covenant, fixed charge coverage ratio | 1 | |||
Debt covenant, borrowing base below threshold, ratio required to be in compliance, period | 30 days | |||
Fixed charges coverage ratio covenant reference borrowing capacity, percent | 10.00% | |||
Fixed charge coverage ratio covenant reference borrowing capacity | $ 40,000,000 | |||
Line of credit facility, interest rate at period end | 3.43% | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |||
Unamortized loan origination fees | $ 1,652,000 | $ 1,891,000 | ||
Bank of America, N.A. | Other current assets | ||||
Debt Instrument [Line Items] | ||||
Unamortized loan origination fees current | 1,043,000 | 1,031,000 | ||
Bank of America, N.A. | Other Assets | ||||
Debt Instrument [Line Items] | ||||
Unamortized loan origination fees, noncurrent | $ 609,000 | $ 859,000 | ||
Real Estate | ||||
Debt Instrument [Line Items] | ||||
Line of credit, maximum borrowing capacity, quarterly reduction period | 15 years | |||
Intellectual Property | ||||
Debt Instrument [Line Items] | ||||
Line of credit, maximum borrowing capacity, quarterly reduction period | 3 years | |||
United States | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 260,000,000 | |||
Germany | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | 70,000,000 | |||
Canada | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | 25,000,000 | |||
United Kingdom | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 45,000,000 |
Financing Arrangements - Japan
Financing Arrangements - Japan ABL Facility (Details) | 3 Months Ended | |||
Mar. 31, 2021USD ($) | Mar. 31, 2021JPY (¥) | Dec. 31, 2020USD ($) | May 31, 2019USD ($) | |
Line of Credit Facility [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | |||
Asset-based credit facilities | $ 15,279,000 | $ 22,130,000 | ||
Japan Credit Facility | The Bank of Tokyo-Mitsubishi UFJ | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 36,128,000 | ¥ 4,000,000,000 | ||
Debt instrument, term | 3 years | |||
Asset-based credit facilities | ¥ | ¥ 0 | |||
Japan Credit Facility | The Bank of Tokyo-Mitsubishi UFJ | Tokyo Interbank Offered Rate (TIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.20% |
Financing Arrangements - Equipm
Financing Arrangements - Equipment Notes (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Aug. 31, 2020financing_agreement | |
Debt Instrument [Line Items] | ||||
Number of long-term financing agreements | financing_agreement | 4 | |||
Long-term debt | $ 1,192,422 | $ 665,163 | ||
Long-term debt, excluding current maturities | 1,174,990 | 650,564 | ||
2020 Equipment Note | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 29,747 | 31,822 | ||
Long-term debt, current maturities | 8,797 | 8,761 | ||
Long-term debt, excluding current maturities | 20,950 | $ 23,061 | ||
Interest expense, debt | $ 239 | $ 165 | ||
2020 Equipment Note | Secured Debt | Minimum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, interest rate at period end | 2.36% | |||
2020 Equipment Note | Secured Debt | Maximum | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, interest rate at period end | 3.79% |
Financing Arrangements - Mortga
Financing Arrangements - Mortgage Loans (Details) | Mar. 31, 2021 | Mar. 08, 2021venuemortgage_loan |
Debt Instrument [Line Items] | ||
Number of venues constructed | venue | 3 | |
Mortgages | ||
Debt Instrument [Line Items] | ||
Number of mortgage loans assumed | mortgage_loan | 3 | |
Minimum | Mortgages | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 0.0975% | 9.75% |
Maximum | Mortgages | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate, stated percentage | 0.1131% | 11.31% |
Financing Arrangements - Term L
Financing Arrangements - Term Loan B Facility (Details) | 1 Months Ended | 3 Months Ended | ||
Jan. 31, 2019USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Line of Credit Facility [Line Items] | ||||
Long-term debt | $ 1,192,422,000 | $ 665,163,000 | ||
Term Loan B Facility | Secured Debt | ||||
Line of Credit Facility [Line Items] | ||||
Debt issuance costs, gross | $ 9,600,000 | |||
Long-term debt, maximum additional loan commitments, amount | $ 225,000,000 | |||
Line of credit facility, covenant terms, first lien net leverage ratio for unlimited commitment | 2.25 | |||
Long-term debt | 440,400,000 | $ 441,600,000 | ||
Long-term debt, current maturities | 4,800,000 | |||
Debt issuance costs, net | 18,125,000 | |||
Interest expense, debt | 5,847,000 | $ 7,413,000 | ||
Debt instrument, periodic payment, principal | $ 1,200,000 | |||
Term Loan B Facility | Secured Debt | Maximum | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 4.50% | |||
Term Loan B Facility | Secured Debt | Minimum | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 3.50% | |||
Term Loan Facility, Short-Term Portion | Secured Debt | ||||
Line of Credit Facility [Line Items] | ||||
Debt issuance costs, net | $ 3,816,000 | |||
Term Loan Facility, Long-Term Portion | Secured Debt | ||||
Line of Credit Facility [Line Items] | ||||
Debt issuance costs, net | $ 14,309,000 | |||
Former Topgolf Stakeholders | Term Loan B Facility | Secured Debt | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, face amount | $ 480,000,000 |
Financing Arrangements - Top Go
Financing Arrangements - Top Golf Credit Facilities (Details) | Mar. 08, 2021USD ($) | Mar. 31, 2021USD ($)stepdown | Dec. 31, 2020USD ($) | May 31, 2019USD ($) |
Line of Credit Facility [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | |||
Long-term debt | $ 1,192,422,000 | $ 665,163,000 | ||
Line of Credit | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 175,000,000 | |||
Long-term debt | 160,000,000 | |||
Topgolf Term Loan | Secured Debt | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, face amount | $ 350,000,000 | |||
Long-term debt | $ 343,000,000 | |||
Debt instrument, basis spread on variable rate | 1.75% | |||
Debt instrument, interest rate, effective percentage | 7.00% | |||
Debt instrument, percentage of periodic payment | 0.25% | |||
Topgolf Term Loan | Secured Debt | Fed Funds Effective Rate Overnight Index Swap Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.50% | |||
Topgolf Term Loan | Secured Debt | London Interbank Offered Rate (LIBOR) Adjusted One-Month Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.00% | |||
Topgolf Term Loan | Secured Debt | London Interbank Offered Rate (LIBOR) Adjusted Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.75% | |||
Topgolf Term Loan | Secured Debt | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, margin rate | 5.25% | |||
Topgolf Term Loan | Secured Debt | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, margin rate | 6.25% | |||
JPM Revolving Credit Facility | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, covenant, total leverage ratio, maximum | 5.50 | |||
Debt instrument, covenant, increased total leverage ratio, maximum | 7.75 | |||
Debt instrument, covenant, unrestricted cash on hand and/or remaining borrowing capacity | $ 30,000,000 | |||
JPM Revolving Credit Facility | Line of Credit | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.75% | |||
Number of stepdowns subject to upon achievement | stepdown | 2 | |||
Debt, weighted average interest rate | 4.25% | |||
Line of credit facility, commitment fee percentage | 0.50% | |||
Line of credit facility, commitment fee step down rate | 0.13% | |||
JPM Revolving Credit Facility | Line of Credit | Revolving Credit Facility | Fed Funds Effective Rate Overnight Index Swap Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.50% | |||
JPM Revolving Credit Facility | Line of Credit | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) Adjusted One-Month Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 1.00% | |||
JPM Revolving Credit Facility | Line of Credit | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) Adjusted Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 0.75% | |||
JPM Revolving Credit Facility | Line of Credit | Revolving Credit Facility | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, margin rate | 3.00% | |||
JPM Revolving Credit Facility | Line of Credit | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, margin rate | 4.00% | |||
Number of stepdowns subject to upon achievement | stepdown | 2 | |||
Debt instrument, basis spread on step down rate | 0.25% |
Financing Arrangements - Japa_2
Financing Arrangements - Japan Term Loan Facility (Details) - Japan Term Loan Facility - Secured Debt | 1 Months Ended | 3 Months Ended | |||
Aug. 31, 2020USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2021JPY (¥) | Mar. 31, 2021JPY (¥) | Aug. 31, 2020JPY (¥) | |
Line of Credit Facility [Line Items] | |||||
Debt instrument, term | 5 years | ||||
Debt instrument, face amount | $ 18,064,000 | $ 16,257,000 | ¥ 1,800,000,000 | ¥ 2,000,000,000 | |
Long-term debt, current maturities | 3,612,800 | ¥ 400,000,000 | |||
Interest expense, debt | 37,000 | ¥ 3,891,000 | |||
Debt instrument, periodic payment, principal | $ 903,000 | ¥ 100,000,000 | |||
Tokyo Interbank Offered Rate (TIBOR) | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, basis spread on variable rate | 0.80% | 0.80% |
Financing Arrangements - Conver
Financing Arrangements - Convertible Senior Notes (Details) | May 04, 2020USD ($)day$ / shares | Mar. 31, 2021USD ($)$ / shares | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |||
Long-term debt | $ 1,192,422,000 | $ 665,163,000 | |
Debt instrument, payment for capped call transactions | $ 31,775,000 | ||
Debt instrument, capped call transaction cap price (in dollars per share) | $ / shares | $ 27.10 | ||
Arithmetic Average | |||
Debt Instrument [Line Items] | |||
Share price | $ / shares | $ 27.74 | ||
Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 258,750,000 | ||
Interest Rate | 2.75% | ||
Long-term debt | $ 185,861,000 | ||
Debt instrument, unamortized discount | $ 67,584,000 | ||
Debt instrument, convertible, remaining discount amortization period | 5 years 1 month 6 days | ||
Debt instrument, convertible, beneficial conversion feature | $ 76,508,000 | ||
Debt instrument, convertible, conversion ratio | 0.0567698 | ||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 17.62 | ||
Senior Notes | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest Rate | 2.75% | ||
Debt issuance costs, net | $ 8,527,000 | ||
Debt instrument, convertible, conversion price, percentage | 130.00% | ||
Debt instrument, convertible, threshold trading days | day | 20 | ||
Debt instrument, convertible, threshold consecutive trading days | day | 30 | ||
Debt instrument, convertible, consecutive trading day period | 10 days | ||
Debt instrument, convertible, percentage of closing price per share | 98.00% | ||
Debt instrument, redemption, consecutive trading day period prior to maturity | day | 40 | ||
Debt instrument, redemption price, percentage | 130.00% | ||
Debt instrument, redemption, threshold trading days | day | 20 | ||
Debt instrument, redemption, threshold consecutive trading days | day | 30 | ||
Senior Notes | Convertible Senior Notes, Liability Component | |||
Debt Instrument [Line Items] | |||
Debt issuance costs, net | 6,005,000 | ||
Senior Notes | Convertible Senior Notes, Equity Component | |||
Debt Instrument [Line Items] | |||
Debt issuance costs, net | 2,522,000 | ||
Debt issuance costs, gross | $ 5,305,000 | $ 5,504,000 |
Financing Arrangements - Aggreg
Financing Arrangements - Aggregate Amount of Maturities for Debt (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2021 | $ 20,657 |
2022 | 20,680 |
2023 | 18,426 |
2024 | 176,702 |
2025 | 11,745 |
Thereafter | 1,050,451 |
Long-term debt, gross | $ 1,298,661 |
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 | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings per common share—basic | ||
Net income | $ 272,461 | $ 28,894 |
Weighted-average common shares outstanding—basic (in shares) | 117,482 | 94,309 |
Basic earnings per common share (usd per share) | $ 2.32 | $ 0.31 |
Earnings per common share—diluted | ||
Weighted-average common shares outstanding—basic (in shares) | 117,482 | 94,309 |
Convertible notes weighted-average shares outstanding (in shares) | 5,361 | 0 |
Options and restricted stock and performance share units (in shares) | 1,727 | 1,367 |
Weighted-average common shares outstanding—diluted (in shares) | 124,570 | 95,676 |
Dilutive earnings per common share (usd per share) | $ 2.19 | $ 0.30 |
Earnings per Common Share - Add
Earnings per Common Share - Additional Information (Detail) - USD ($) | Mar. 08, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | May 04, 2020 |
Debt Instrument [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 480,000 | 0 | ||
Common Stock | ||||
Debt Instrument [Line Items] | ||||
Stock issued during period, shares, acquisitions (in shares) | 89,776,450 | 89,776,000 | ||
Options and Restricted Stock | Common Stock | ||||
Debt Instrument [Line Items] | ||||
Stock issued during period, shares, acquisitions (in shares) | 187,568 | 188,000 | ||
Topgolf International, Inc | ||||
Debt Instrument [Line Items] | ||||
Common stock, shares, outstanding (in shares) | 22,990,805 | |||
Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 258,750,000 | |||
Debt instrument, interest rate, stated percentage | 2.75% | |||
Debt instrument, convertible, conversion price (in dollars per share) | $ 17.62 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | |
Goodwill [Roll Forward] | |||
Beginning balance | $ 56,658,000 | ||
Acquisitions | 1,975,581,000 | ||
Impairments | 0 | $ (148,375,000) | $ 0 |
Foreign currency translation | (182,000) | ||
Ending balance | 2,032,057,000 | ||
Golf Equipment | |||
Goodwill [Roll Forward] | |||
Beginning balance | 27,025,000 | ||
Acquisitions | 504,568,000 | ||
Impairments | 0 | ||
Foreign currency translation | (182,000) | ||
Ending balance | 531,411,000 | ||
Apparel, Gear & Other | |||
Goodwill [Roll Forward] | |||
Beginning balance | 29,633,000 | ||
Acquisitions | 58,652,000 | ||
Impairments | 0 | ||
Foreign currency translation | 0 | ||
Ending balance | 88,285,000 | ||
Topgolf | |||
Goodwill [Roll Forward] | |||
Beginning balance | 0 | ||
Acquisitions | 1,412,361,000 | ||
Impairments | 0 | ||
Foreign currency translation | 0 | ||
Ending balance | $ 1,412,361,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | ||||
Mar. 31, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Mar. 08, 2021 | Dec. 31, 2020 | |
Goodwill [Line Items] | ||||||
Goodwill | $ 2,032,057,000 | $ 2,032,057,000 | $ 56,658,000 | |||
Goodwill, period increase (decrease) | 1,975,399,000 | |||||
Goodwill, acquired during period | 1,975,581,000 | |||||
Goodwill, impaired, accumulated impairment loss | 148,375,000 | 148,375,000 | 148,375,000 | |||
Goodwill, impairment loss | 0 | $ 148,375,000 | $ 0 | |||
Amortization of intangible assets | 2,301,000 | $ 1,180,000 | ||||
Topgolf | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 1,412,361,000 | 1,412,361,000 | 0 | |||
Goodwill, acquired during period | 1,412,361,000 | |||||
Goodwill, impairment loss | 0 | |||||
Golf Equipment | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 531,411,000 | 531,411,000 | 27,025,000 | |||
Goodwill, acquired during period | 504,568,000 | |||||
Goodwill, impairment loss | 0 | |||||
Apparel, Gear & Other | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 88,285,000 | 88,285,000 | $ 29,633,000 | |||
Goodwill, acquired during period | 58,652,000 | |||||
Goodwill, impairment loss | 0 | |||||
Topgolf International, Inc | ||||||
Goodwill [Line Items] | ||||||
Goodwill | $ 1,975,581,000 | |||||
Goodwill, acquired during period | $ 1,975,581,000 | |||||
Indefinite-lived Intangible assets acquired | 1,001,600,000 | |||||
Finite-lived Intangible assets acquired | $ 84,528,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets by Major Asset Class (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Gross | $ 1,621,821 | $ 535,693 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Accumulated Amortization | 53,655 | 51,354 |
Total | 118,560 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 1,621,821 | 535,693 |
Accumulated Amortization | 53,655 | 51,354 |
Translation Adjustment | 10,291 | |
Net Book Value | 1,557,875 | 484,339 |
Trade name, trademark, trade dress and other | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Gross | 1,441,003 | |
Translation Adjustment | 9,088 | |
Net Book Value | 1,431,915 | 446,803 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 1,441,003 | |
Liquor licenses | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Gross | 7,400 | |
Translation Adjustment | 0 | |
Net Book Value | 7,400 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 7,400 | |
Patents | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross | 32,041 | 31,581 |
Accumulated Amortization | 31,590 | 31,581 |
Translation Adjustment | 0 | |
Total | 451 | 0 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ 31,590 | $ 31,581 |
Patents | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 2 years | 2 years |
Patents | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 16 years | 16 years |
Customer and distributor relationships and other | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross | $ 61,377 | $ 57,309 |
Accumulated Amortization | 21,233 | 19,773 |
Translation Adjustment | 1,345 | |
Total | 38,799 | 37,536 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ 21,233 | $ 19,773 |
Customer and distributor relationships and other | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 1 year | 1 year |
Customer and distributor relationships and other | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 10 years | 10 years |
Developed technology | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross | $ 80,000 | |
Accumulated Amortization | 832 | |
Translation Adjustment | (142) | |
Total | 79,310 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ 832 | |
Developed technology | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 1 year | |
Developed technology | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (years) | 10 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Amortization Expense Related to Intangible Assets (Detail) $ in Thousands | Mar. 31, 2021USD ($) |
Amortization expense related to intangible assets: | |
Remainder of 2021 | $ 13,704 |
2022 | 14,332 |
2023 | 12,517 |
2024 | 12,517 |
2025 | 12,427 |
Thereafter | 53,063 |
Total | $ 118,560 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | Mar. 08, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Schedule of Equity Method Investments [Line Items] | |||
Investment in golf-related venture | $ 7,250 | $ 111,442 | |
Topgolf International, Inc | |||
Schedule of Equity Method Investments [Line Items] | |||
Business combination, step acquisition, equity interest in acquiree, percentage | 14.30% | ||
Topgolf International, Inc | |||
Schedule of Equity Method Investments [Line Items] | |||
Investment in golf-related venture | $ 111,442 | ||
Full Swing Golf Holdings, Inc. | |||
Schedule of Equity Method Investments [Line Items] | |||
Investment in golf-related venture | $ 7,250 | ||
Full Swing Golf Holdings, Inc. | Topgolf International, Inc | |||
Schedule of Equity Method Investments [Line Items] | |||
Noncontrolling interest, ownership percentage by noncontrolling owners | 17.70% | ||
Topgolf International, Inc | |||
Schedule of Equity Method Investments [Line Items] | |||
Business combination, step acquisition, equity interest in acquiree, including subsequent acquisition percentage | 100.00% | ||
Business combination, step acquisition, equity interest in acquiree, remeasurement gain | $ 252,531 | $ 252,531 |
Product Warranty - Reconciliati
Product Warranty - Reconciliation of Reserve for Warranty Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Guarantees [Abstract] | ||
Warranty policy term | 2 years | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||
Beginning balance | $ 9,364 | $ 9,636 |
Provision | 2,456 | 1,808 |
Claims paid/costs incurred | (1,120) | (1,653) |
Ending balance | $ 10,700 | $ 9,791 |
Selected Financial Statement _3
Selected Financial Statement Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Inventories: | |||
Raw materials | $ 72,330 | $ 69,932 | |
Work-in-process | 1,439 | 1,010 | |
Finished goods | 258,806 | 281,602 | |
Food and beverage | 3,739 | 0 | |
Inventories | 336,314 | 352,544 | |
Property, plant and equipment, net: | |||
Land | 52,151 | 7,308 | |
Buildings and leasehold improvements | 703,058 | 100,653 | |
Machinery and equipment | 196,330 | 137,026 | |
Furniture, computer hardware and equipment | 157,113 | 100,558 | |
Internal-use software | 70,510 | 42,082 | |
Production molds | 6,809 | 6,809 | |
Construction-in-process | 236,897 | 13,299 | |
Property, plant and equipment, gross | 1,422,868 | 407,735 | |
Accumulated depreciation | (230,590) | (261,240) | |
Property, plant and equipment, net | 1,192,278 | 146,495 | |
Accrued AP and expenses: | |||
Accrued expenses | 201,538 | 136,277 | |
Accrued goods in-transit | 39,513 | 47,140 | |
Accrued expenses | 241,051 | 183,417 | |
Accrued employee compensation and benefits: | |||
Accrued payroll and taxes | 62,488 | 17,009 | |
Accrued vacation and sick pay | 20,517 | 12,887 | |
Accrued commissions | 4,653 | 1,041 | |
Accrued employee compensation and benefits | 87,658 | $ 30,937 | |
Depreciation | $ 17,971 | $ 7,817 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 08, 2021 | Dec. 31, 2020 | |
Income Tax Contingency [Line Items] | |||||
Income tax provision | $ 47,743 | $ 9,151 | |||
Effective tax rate | 14.90% | 24.10% | |||
Liability for income taxes associated with uncertain tax positions | $ 28,420 | $ 28,420 | |||
Net amount of unrecognized tax benefit related to uncertain tax positions that would impact, if recognized, effective income tax rate | 6,752 | 6,752 | |||
Unrecognized tax benefit liabilities decrease | 452 | 452 | |||
Increase in gross liability for uncertain tax positions | 118 | ||||
Provision expense (benefit) for income taxes related to interest and penalties | 331 | $ (29) | |||
Income tax accrued for payment of interest and penalties | 901 | 901 | $ 1,232 | ||
Tax Credit and Operating Loss Carryforward | |||||
Income Tax Contingency [Line Items] | |||||
Deferred tax assets, valuation allowance | $ 38,927 | ||||
Topgolf International, Inc | |||||
Income Tax Contingency [Line Items] | |||||
Business combination, consideration transferred excluding equity interest issued and issuable | 3,014,174 | ||||
Deferred tax liabilities, intangible assets | 288,000 | ||||
Deferred tax assets, other | $ 154,000 | $ 154,000 | |||
Deferred tax assets, valuation allowance | 80,566 | ||||
Topgolf International, Inc | Tax Credit and Operating Loss Carryforward | |||||
Income Tax Contingency [Line Items] | |||||
Deferred tax assets, valuation allowance | $ 38,927 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Unconditional purchase obligations | $ 109,882 |
Minimum | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Unconditional purchase obligations, term | 1 year |
Maximum | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Unconditional purchase obligations, term | 4 years |
Commitments and Contingencies_2
Commitments and Contingencies - Future Purchase Commitments (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2021 | $ 44,503 |
2022 | 40,230 |
2023 | 24,899 |
2024 | 250 |
Unconditional purchase obligations | $ 109,882 |
Share-Based Employee Compensa_3
Share-Based Employee Compensation - Additional Information (Details) | Mar. 08, 2021USD ($)$ / sharesshares | Mar. 31, 2021USD ($)plan$ / sharesshares | Mar. 31, 2020USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shareholder approved stock plans | plan | 3 | ||
Cost (reversal) of employee share-based compensation included in income, before income tax | $ 4,612,000 | $ 1,861,000 | |
Share-based payment arrangement, nonvested award, option, cost not yet recognized, amount | 5,122,000 | ||
Replacement Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options converted in connection with acquisition (in shares) | shares | 3,168,000 | ||
Stock options converted in connection with acquisition | $ 5,343,000 | ||
Restricted stock awards converted in connection with acquisition (in shares) | shares | 188,000 | ||
Restricted stock awards converted in connection with acquisition | $ 4,794,000 | ||
Share price | $ / shares | $ 29.52 | ||
Risk free interest rate | 0.60% | ||
Expected term | 3 years 8 months 12 days | ||
Expected volatility rate | 55.10% | ||
Cost (reversal) of employee share-based compensation included in income, before income tax | $ 406,000 | ||
Replacement Awards | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 1 year | ||
Replacement Awards | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based payment arrangement, nonvested award, excluding option, cost not yet recognized, amount | $ 4,608,000 | ||
Number of years compensation expense to be recognized over | 1 year 10 months 24 days | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of years compensation expense to be recognized over | 1 year 10 months 24 days | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of years compensation expense to be recognized over | 2 years 4 months 24 days | ||
Number of stock units granted (in shares) | shares | 987,000 | 987,000 | |
Stock units, weighted average grant-date fair value (in dollars per share) | $ / shares | $ 29.61 | $ 19.67 | |
Compensation expense related to restricted stocks | $ 2,175,000 | $ 1,615,000 | |
Total unrecognized compensation expense related to non-vested shares granted | $ 46,360,000 | ||
Restricted Stock Units (RSUs) | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award requisite service period | 1 year | ||
Restricted Stock Units (RSUs) | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award requisite service period | 5 years | ||
Restricted Stock Units, Inducement Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of stock units granted (in shares) | shares | 774,000 | 268,000 | |
Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Cost (reversal) of employee share-based compensation included in income, before income tax | $ 2,028,000 | $ 245,000 | |
Number of years compensation expense to be recognized over | 2 years 8 months 12 days | ||
Number of stock units granted (in shares) | shares | 1,346,000 | 125,000 | |
Stock units, weighted average grant-date fair value (in dollars per share) | $ / shares | $ 29.58 | $ 19.66 | |
Total unrecognized compensation expense related to non-vested shares granted | $ 65,237,000 | ||
Performance Shares | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 3 years | ||
Award requisite service period | 1 year | ||
Performance Shares | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 5 years | ||
Award requisite service period | 5 years | ||
Performance Shares, Inducement Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of stock units granted (in shares) | shares | 1,149,000 |
Share-Based Employee Compensa_4
Share-Based Employee Compensation - Amounts Recognized for Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total cost of share-based compensation included in income, before income tax | $ 4,612 | $ 1,861 |
Income tax benefit | 1,106 | 428 |
Total cost of employee share-based compensation, after tax | 3,506 | 1,433 |
Cost of products | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total cost of share-based compensation included in income, before income tax | 226 | 156 |
Selling, general and administrative expenses | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total cost of share-based compensation included in income, before income tax | 4,210 | 1,587 |
Research and development expenses | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total cost of share-based compensation included in income, before income tax | $ 176 | $ 118 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Foreign Currency Exchange Contracts Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts, net | $ (4,377) | $ (19,385) |
Foreign Exchange Contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—asset position | 10,389 | 90 |
Foreign currency forward contracts—liability position | (719) | (1,553) |
Interest rate hedge contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—liability position | (14,047) | (17,922) |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts, net | 0 | 0 |
Level 1 | Foreign Exchange Contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—asset position | 0 | 0 |
Foreign currency forward contracts—liability position | 0 | 0 |
Level 1 | Interest rate hedge contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—liability position | 0 | 0 |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts, net | (4,377) | (19,385) |
Level 2 | Foreign Exchange Contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—asset position | 10,389 | 90 |
Foreign currency forward contracts—liability position | (719) | (1,553) |
Level 2 | Interest rate hedge contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—liability position | (14,047) | (17,922) |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts, net | 0 | 0 |
Level 3 | Foreign Exchange Contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—asset position | 0 | 0 |
Foreign currency forward contracts—liability position | 0 | 0 |
Level 3 | Interest rate hedge contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency forward contracts—liability position | $ 0 | $ 0 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Fair Value Relating to Financial Assets and Liabilities (Details) | Mar. 31, 2021USD ($) | Mar. 31, 2021JPY (¥) | Mar. 08, 2021USD ($) | Dec. 31, 2020USD ($) | Aug. 31, 2020USD ($) | Aug. 31, 2020JPY (¥) | May 04, 2020USD ($) |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | $ 1,192,422,000 | $ 665,163,000 | |||||
Secured Debt | Term Loan B Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 440,400,000 | 441,600,000 | |||||
Secured Debt | Japan Term Loan Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Debt instrument, face amount | 16,257,000 | ¥ 1,800,000,000 | $ 18,064,000 | ¥ 2,000,000,000 | |||
Secured Debt | Topgolf Term Loan | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | $ 343,000,000 | ||||||
Debt instrument, face amount | $ 350,000,000 | ||||||
Debt instrument, interest rate, stated percentage | 0.07% | 0.07% | |||||
Convertible Senior Notes | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | $ 185,861,000 | ||||||
Debt instrument, face amount | $ 258,750,000 | ||||||
Debt instrument, interest rate, stated percentage | 2.75% | ||||||
Revolving Credit Facility | Line of Credit | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | $ 160,000,000 | ||||||
Debt instrument, interest rate, stated percentage | 4.25% | 4.25% | |||||
Revolving Credit Facility | Line of Credit | Term Loan B Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 4.61% | 4.61% | |||||
Revolving Credit Facility | Line of Credit | Japan Term Loan Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 0.0086% | 0.0086% | |||||
Carrying Value | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Convertible debt | $ 258,750,000 | 258,750,000 | |||||
Carrying Value | Secured Debt | Term Loan B Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 440,400,000 | 441,600,000 | |||||
Carrying Value | Secured Debt | Japan Term Loan Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 16,258,000 | 18,390,000 | |||||
Carrying Value | Secured Debt | Equipment Notes | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 29,747,000 | 31,822,000 | |||||
Carrying Value | Secured Debt | Topgolf Term Loan | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt, fair value | 335,585,000 | 0 | |||||
Carrying Value | Loans Payable | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt, fair value | 46,743,000 | 0 | |||||
Carrying Value | ABL Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Credit facilities | 16,931,000 | 22,130,000 | |||||
Carrying Value | Revolving Credit Facility | Line of Credit | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Credit facilities | 152,190,000 | 0 | |||||
Fair Value | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Convertible debt | 439,254,000,000 | 414,191,000 | |||||
Fair Value | Secured Debt | Term Loan B Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 442,140,000 | 443,243,000 | |||||
Fair Value | Secured Debt | Japan Term Loan Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 14,675,000 | 16,083,000 | |||||
Fair Value | Secured Debt | Equipment Notes | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt | 28,229,000 | 29,385,000 | |||||
Fair Value | Secured Debt | Topgolf Term Loan | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt, fair value | 335,585,000 | 0 | |||||
Fair Value | Loans Payable | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Long-term debt, fair value | 46,743,000 | 0 | |||||
Fair Value | ABL Facility | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Credit facilities | 16,931,000 | 22,130,000 | |||||
Fair Value | Revolving Credit Facility | Line of Credit | |||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||||
Credit facilities | $ 152,190,000 | $ 0 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Goodwill, impairment loss | $ 0 | $ 148,375,000 | $ 0 |
Trade name, trademark, trade dress and other | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Goodwill, impairment loss | $ 25,894,000 |
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 | Mar. 31, 2021 | Dec. 31, 2020 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset including not subject to matter netting arrangement | $ 10,389 | $ 90 |
Derivative liability, fair value, gross liability including not subject to master netting arrangement | 14,766 | 19,475 |
Not Designated as Hedging Instrument | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset including not subject to matter netting arrangement | 8,013 | 53 |
Not Designated as Hedging Instrument | Foreign currency forward contracts | Accrued AP and expenses | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value, gross liability including not subject to master netting arrangement | 533 | 1,515 |
Cash Flow Hedging | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value, gross liability including not subject to master netting arrangement | 14,233 | 17,960 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign currency forward contracts | Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset, fair value, gross asset including not subject to matter netting arrangement | 2,376 | 37 |
Cash Flow Hedging | Designated as Hedging Instrument | Foreign currency forward contracts | Accrued AP and expenses | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value, gross liability including not subject to master netting arrangement | 186 | 38 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest rate hedge contracts | Accrued AP and expenses | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value, gross liability including not subject to master netting arrangement | 4,743 | 4,780 |
Cash Flow Hedging | Designated as Hedging Instrument | Interest rate hedge contracts | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, fair value, gross liability including not subject to master netting arrangement | $ 9,304 | $ 13,142 |
Derivatives and Hedging - Forwa
Derivatives and Hedging - Forward Currency Forward Contracts (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Derivative [Line Items] | |||
Minimum length of time, foreign currency cash flow hedge | 12 months | ||
Maximum maturity for foreign currency cash flow hedge | 15 months | ||
Forward points amortized on derivatives | $ 22,000 | ||
Cost of Goods Sold | |||
Derivative [Line Items] | |||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | 248,000 | ||
Designated as Hedging Instrument | Cash Flow Hedging | |||
Derivative [Line Items] | |||
Gains (losses) reclassified from AOCI into earnings | (1,433,000) | $ 6,847,000 | |
Foreign Exchange Contract | Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Derivative instrument, notional amount | 53,386,000 | $ 756,000 | |
Foreign currency forward contracts | |||
Derivative [Line Items] | |||
Forward points amortized on derivatives | 0 | ||
Foreign currency forward contracts | Cost of Goods Sold | |||
Derivative [Line Items] | |||
Gains (losses) reclassified from AOCI into earnings | (270,000) | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | (1,000) | ||
Foreign currency forward contracts | Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net | 2,170,000 | ||
Foreign currency forward contracts | Designated as Hedging Instrument | Cash Flow Hedging | |||
Derivative [Line Items] | |||
Other comprehensive income (loss), cash flow hedge, gain (loss), before reclassification, tax | 2,191,000 | ||
Gains (losses) reclassified from AOCI into earnings | $ (248,000) | $ 233,000 |
Derivatives and Hedging - Cross
Derivatives and Hedging - Cross-Currency Debt Swap and Interest Rate Hedge Contract (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | |
Designated as Hedging Instrument | Cash Flow Hedging | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | $ (1,433,000) | $ 6,847,000 | ||
Currency Swap | ||||
Derivative [Line Items] | ||||
Other comprehensive income (loss), foreign currency transaction and translation gain (loss) arising during period, net of tax | 7,048,000 | |||
Currency Swap | Designated as Hedging Instrument | Cash Flow Hedging | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | 0 | 7,048,000 | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), before reclassification, tax | 0 | 15,081,000 | ||
Currency Swap | Other (expense) income, net | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | $ 11,046,000 | |||
Other comprehensive income (loss), foreign currency transaction and translation gain (loss) arising during period, net of tax | 0 | 5,735,000 | ||
Currency Swap | Interest Expense | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | (434,000) | |||
Currency Swap | Interest Income | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | 0 | 1,313,000 | ||
Currency and Interest Rate Swap Agreements | Designated as Hedging Instrument | ||||
Derivative [Line Items] | ||||
Derivative instrument, notional amount | 195,849,000 | $ 196,350,000 | ||
Interest rate hedge contracts | Designated as Hedging Instrument | Cash Flow Hedging | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | (1,185,000) | $ (434,000) | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), before reclassification, tax | 2,690,000 | |||
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net | (4,747,000) | |||
Interest rate hedge contracts | Interest Expense | ||||
Derivative [Line Items] | ||||
Gains (losses) reclassified from AOCI into earnings | $ (1,185,000) |
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 | ||
Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Change in derivative instruments | $ 4,881 | ||
Cash Flow Hedging | Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Change in derivative instruments | 4,881 | $ 6,258 | |
Gains (losses) reclassified from AOCI into earnings | (1,433) | 6,847 | |
Foreign currency forward contracts | Cash Flow Hedging | Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Change in derivative instruments | 2,191 | 2,410 | |
Gains (losses) reclassified from AOCI into earnings | (248) | 233 | |
Currency Swap | Cash Flow Hedging | Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Change in derivative instruments | 0 | 15,081 | |
Gains (losses) reclassified from AOCI into earnings | 0 | 7,048 | |
Interest rate hedge contracts | Cash Flow Hedging | Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Change in derivative instruments | 2,690 | (11,233) | |
Gains (losses) reclassified from AOCI into earnings | (1,185) | (434) | |
Other (expense) income, net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) on foreign currency derivative instruments not designated as hedging instruments | $ 10,628 | $ 5,856 | |
Other (expense) income, net | Currency Swap | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains (losses) reclassified from AOCI into earnings | $ 11,046 |
Derivatives and Hedging - Forei
Derivatives and Hedging - Foreign Currency Forward Contracts Not Designated as Hedging Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Derivative [Line Items] | |||
Maximum maturity for foreign currency derivatives | 12 months | ||
Foreign currency gains (losses) | $ (1,463) | $ (5,147) | |
Foreign Exchange Contract | Not Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Derivative instrument, notional amount | $ 248,253 | $ 81,627 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ (6,546) | |
Change in derivative instruments | 4,881 | |
Income tax provision (benefit) on derivative instruments | (971) | $ 430 |
Foreign currency translation adjustments | (16,243) | $ (14,936) |
Ending balance | (17,446) | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (14,017) | |
Change in derivative instruments | 4,881 | |
Income tax provision (benefit) on derivative instruments | (971) | |
Foreign currency translation adjustments | 0 | |
Ending balance | (8,674) | |
Accumulated Foreign Currency Adjustment Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 7,471 | |
Change in derivative instruments | 0 | |
Income tax provision (benefit) on derivative instruments | 0 | |
Foreign currency translation adjustments | (16,243) | |
Ending balance | (8,772) | |
Cost of Goods Sold | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | 248 | |
Cost of Goods Sold | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | 248 | |
Cost of Goods Sold | Accumulated Foreign Currency Adjustment Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | 0 | |
Interest Expense | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | 1,185 | |
Interest Expense | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | 1,185 | |
Interest Expense | Accumulated Foreign Currency Adjustment Attributable to Parent | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | $ 0 |
Segment Information - Informati
Segment Information - Information Utilized by Management to Evaluate its Operating Segments (Details) | Mar. 08, 2021USD ($) | Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) |
Segment Reporting Information [Line Items] | |||
Number of operating segments | segment | 3 | ||
Net sales | $ 651,621,000 | $ 442,276,000 | |
Income before income taxes | 320,204,000 | 38,045,000 | |
Additions to long-lived assets | 37,609,000 | 27,086,000 | |
Business combination, acquisition related costs | (15,755,000) | 0 | |
Amortization of intangible assets | 2,301,000 | 1,180,000 | |
Topgolf International, Inc | |||
Segment Reporting Information [Line Items] | |||
Business combination, acquisition related costs | 15,755,000 | 0 | |
Business combination, step acquisition, equity interest in acquiree, remeasurement gain | $ 252,531,000 | 252,531,000 | |
Operating segments | |||
Segment Reporting Information [Line Items] | |||
Income before income taxes | 109,365,000 | 54,821,000 | |
Corporate, non-segment | |||
Segment Reporting Information [Line Items] | |||
Income before income taxes | 210,839,000 | (16,776,000) | |
Corporate, non-segment | Topgolf International, Inc | |||
Segment Reporting Information [Line Items] | |||
Business combination, acquisition related costs | 15,755,000 | ||
Amortization of intangible assets | 2,248,000 | ||
Business combination, step acquisition, equity interest in acquiree, remeasurement gain | 252,531,000 | ||
Golf Equipment | |||
Segment Reporting Information [Line Items] | |||
Net sales | 376,882,000 | 291,661,000 | |
Golf Equipment | Operating segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 376,882,000 | 291,661,000 | |
Income before income taxes | 84,921,000 | 58,620,000 | |
Additions to long-lived assets | 6,425,000 | 16,962,000 | |
Apparel, Gear & Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 182,102,000 | 150,615,000 | |
Apparel, Gear & Other | Operating segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 182,102,000 | 150,615,000 | |
Income before income taxes | 20,490,000 | (3,799,000) | |
Additions to long-lived assets | 5,066,000 | 10,124,000 | |
Topgolf | |||
Segment Reporting Information [Line Items] | |||
Net sales | 92,637,000 | ||
Topgolf | Operating segments | |||
Segment Reporting Information [Line Items] | |||
Net sales | 92,637,000 | 0 | |
Income before income taxes | 3,954,000 | 0 | |
Additions to long-lived assets | $ 26,118,000 | $ 0 |