MODG Shareholder/Stockholder Letter Transcript:
2024
AN NUAL RE P O RT
2023
AN NUAL RE P O RT
TO MY FELLOW
SHAREHOLDERS
2024 was a year of both challenges and progress for Topgolf Callaway Brands. While our stock
performance remained under pressure through the year a reality that weighs heavily on us we
delivered strong brand performance across the majority of our portfolio and also ended the year by
exceeding our Q4 expectations for both net revenue and Adjusted EBITDA, contributing to a 25%
year-over-year increase in Total Company Adjusted Free Cash Flow to over $200 million for the year.
The sport of golf remains vibrant and healthy. In 2024, rounds played grew by 2%, marking the fth
consecutive year surpassing 500 million rounds played. U.S. on-course participation increased by
1.5 million golfers to 28.1 million, supporting steady demand across the industry. Within this dynamic
environment, Callaway continues to shine as a storied and trusted brand a true leader in golf
equipment innovation and performance.
In our Golf Equipment segment we maintained our leadership position in the U.S. golf club market
and achieved record market share in golf ball. We were proud to be recognized as the #1 club brand
for the third consecutive year ranking rst in Total Clubs, Drivers, Fairway Woods, and Hybrids. Our
Ai One putter line drove strong gains, while the successful launch of our Chrome Tour ball helped
solidify our position as the #2 golf ball brand. Across the board, our products earned high marks for
innovation, consumer satisfaction and wins on tour.
In our Active Lifestyle segment, TravisMathew once again posted strong performance, deepening
its connection with consumers and expanding its reach and market share. Jack Wolfskin made
signi cant strides in 2024, streamlining operations and positioning the brand for a return to
pro tability off of a smaller revenue base.
While operating in a more challenged consumer environment, Topgolf sustained disciplined nancial
performance, including strong venue-level margins and positive cash ow for the second consecutive
year. However, our same-venue-sales performance was below expectations, as both consumer and
corporate spending has pulled back over the last eighteen months. As we move forward, improving
this metric is a top priority and we have several promising initiatives underway aimed at doing so.
On the strategic front, we are actively working towards the separation of Topgolf from our
Core business thus creating both a category leading, high-growth, pure-play venue-based golf
entertainment business, and a leader in golf equipment with a highly complementary Active Lifestyle
business. We believe this will allow us to unlock value, sharpen our focus, and best position each
business for long-term success.
Thank you for your continued support and trust in Topgolf Callaway Brands. We remain deeply
focused on further developing the full potential of our businesses and, through this, creating
shareholder value.
Sincerely,
Chip Brewer
President and Chief Executive Office
5
BOARD OF DIRECTORS
ERIK J ANDERSON
JOHN F. LUNDGREN
ANTHONY S. THORNLEY
Vice Chairman of the Board of Directors;
Former Executive Chairman, Topgolf
International, Inc.
Chairman of the Board of Directors;
Former Chairman and Chief Executive
Officer, Stanley Black & Decker, Inc.
Former President and Chief Operating
Officer, QUALCOMM Incorporated
OLIVER G. BREWER III
SCOTT M. MARIMOW
President and Chief Executive Officer,
Topgolf Callaway Brands Corp.
Managing Director, Providence Equity
Partners
LAURA J. FLANAGAN
ADEBAYO O. OGUNLESI
Former Chief Executive Officer, Ripple
Foods
Senior Managing Director, BlackRock,
Inc.
RUSSELL L. FLEISCHER
VARSHA R. RAO
General Partner, Battery Ventures
Chief Executive Officer, Zeal AI; Former
CEO of Nurx
BAVAN M. HOLLOWAY
Former Vice President of Corporate Audit,
The Boeing Company
C. MATTHEW TURNEY
Chief Financial Officer, Dundon Capital
Partners
LINDA B. SEGRE
Professional Board Member and
Advisor; Former Professional Golfer and
Former Executive, Diamond Foods, Inc.
SENIOR MANAGEMENT
OLIVER G. BREWER III
GLENN HICKEY
BRIAN LYNCH
President and Chief Executive Officer
Executive Vice President and
President, Callaway Golf
Executive Vice President, Chief Financial
Officer & Chief Legal Officer
MARK LEPOSKY
ARTHUR STARRS
Executive Vice President and Chief
Supply Chain Officer
Chief Executive Officer, Topgolf
REBECCA FINE
Chief People Officer
MEETING AND
INFORMATION
CORPORATE DATA
Transfer Agent and Registrar
COMPUTERSHARE
462 South 4th Street, Suite 1600,
Louisville, KY, 40202
800-368-7068
TDD for Hearing Impaired: 800-231-5469
Foreign Shareholders: 201-680-6578
TDD Foreign Shareholders: 201-680-6610
Shareholder Web Site:
www.computershare.com/investor
Shareholder Online Inquiries:
www-us.computershare.com/investor/
contact
Independent Registered
Public Accounting Firm
DELOITTE & TOUCHE LLP
695 Town Center Drive, Suite 1000
Costa Mesa, CA 92626
Investor Relations
TOPGOLF CALLAWAY
BRANDS CORP.
2180 Rutherford Road
Carlsbad, CA 92008
760-931-1771
invrelations@tcbrands.com
2025 VIRTUAL ANNUAL MEETING
OF SHAREHOLDERS
Thursday, May 29, 2025
Go to www.meetnow.global/MHZXRXU.
You may attend the meeting via the
Internet and vote during the meeting. Have
your proxy card in hand and follow the
instructions.
For more information visit the Company s
website:
https://www.topgolfcallawaybrands.com/
FORM 10-K
C A L L A W AY G O L F C O M P A N Y
2024 ANNUAL REPORT
For the scal year ended December 31, 2024
CERTIFICATIONS
In June 2024, the Company filed with the New York Stock Exchange the Annual CEO Certification required under Section 303A.12(a)
of the NYSE s Listed Company Manual regarding the Company s compliance with the NYSE s corporate governance listing standards. In
March 2025, the Company filed with the Securities and Exchange Commission the certifications of the Company s Chief Executive Officer
and Chief Financial Officer required under Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 as Exhibits 31.1, 31.2 and 32.1 to the
Company s Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
FORWARD - LOOKING INFORMATION
Statements made in the letter to shareholders that relate to future plans, events, financial results, performance, projections or growth,
including statements relating to future industry conditions; brand momentum; ability to innovate and implement strategies, including
the ability of Topgolf International, Inc. ( Topgolf ) to grow same venue sales, future strategy, the strength of our golf equipment
product pipeline; continued growth and profitability for TravisMathew, Jack Wolfskin s streamlined operations and positioning for a
return to profitability, the separation of Topgolf from the core business, and positioning of the business for long-term success and to
create shareholder value are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. These
statements are based upon current information and expectations. Accurately estimating the forward-looking statements is based upon
various risks and unknowns, including uncertainty regarding global economic conditions, including relating to inflation, decreases in
consumer demand and spending, and any severe or prolonged economic downturn; Topgolf s ability to grow same venue sales; our
ability to satisfy the closing conditions to complete the separation of Topgolf on a timely basis, or at all; our ability to realize the expected
benefits of the separation in the expected timeframes, if at all; the Company s level of indebtedness; continued availability of credit
facilities and liquidity and ability to comply with applicable debt covenants; continued brand momentum and product success; ability to
realize the benefits of the continued investments in the Company s business; consumer acceptance of and demand for the Company s
products and services; future retailer purchasing activity; the level of promotional activity in the marketplace; and future changes in
foreign currency exchange rates and the degree of effectiveness of the Company s hedging programs. For details concerning these and
other risks and uncertainties, see Part I, Item IA, Risk Factors contained in the following Annual Report on Form 10-K, as well as the
Company s other reports on Forms 10-Q and 8-K subsequently filed with the Securities and Exchange Commission from time to time.
Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The
Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events.
NON-GAAP INFORMATION
Adjusted Free Cash Flow is a non-GAAP measure calculated as cash flows provided by operations less capital expenditures net of
proceeds from lease financing and government grants. Management uses Adjusted Free Cash Flow as a supplemental liquidity measure
of the cash that is available after capital expenditures that were funded by the Company. Please see Appendix A of the accompanying
proxy statement for a reconciliation of Adjusted Free Cash Flow to cash flows provided by operations.
4/16/2025 Letter Continued (Full PDF)