Callaway Golf Company (CALY) Earnings Call Transcript & Summary

Hello, everyone, and welcome to the Annual Meeting of Shareholders of Callaway Golf Company. Please note that today's meeting is being recorded. [Operator Instructions] It is now my pleasure to turn today's meeting over to the President and Chief Executive Officer of Callaway Golf Company, Mr. Chip Brewer. Mr. Brewer, the floor is yours.

Thank you. Welcome to the Callaway Golf Company 2021 Annual Meeting of Shareholders. I am Chip Brewer, President and Chief Executive Officer of the company. Today's virtual-only meeting is a live audio webcast. We believe in engaging with our shareholders, and we hope that this virtual meeting will maximize the participation of shareholders regardless of their location. Thank you very much to those who are participating. At this meeting, we will first address the matters to be voted upon at the meeting, and afterwards, we will have a question-and-answer session. Before I call the meeting to order, we sincerely hope that you and your families are safe and healthy in these uncertain times. Our thoughts and prayers are with you and all those who have been negatively affected by the COVID-19 pandemic. With that said, the meeting is now called to order. Computershare, represented today by Tiffany Skiles, has been appointed as Inspector of Elections and is in attendance. If you have not yet voted, please do so now by clicking on the link provided online. [Voting]

If you need a copy of the annual report or the proxy statement, the links are provided online as well. I would now like to introduce our Board members. More detailed information concerning their backgrounds is included in the proxy statement as well as on our website. John Lundgren. John is the current Chairman of the Board. John is the former Chairman and Chief Executive Officer of Stanley Black & Decker and is currently the lead independent Director for VISA. Erik Anderson. Erik was appointed Vice Chairman of the company's Board of Directors in March 2021 following our merger with Topgolf. Erik served as Topgolf's Chief Executive Officer and then as Executive Chairman until the completion of the merger. He is also the Founder and CEO of WestRiver Group. Sam Armacost. Sam has held various leadership positions in the financial services industry, including Chief Executive Officer of Bank of America. Scott Baxter. Scott is the President and Chief Executive Officer of Kontoor Brands, Inc. Prior to this role, Scott was Group President of Americas West for VF Corporation. Thomas Dundon. Tom was appointed to the company's Board in March 2021 following our merger with Topgolf. He is also the Founder and Managing Partner of Dundon Capital Partners. Laura Flanagan. Laura is the Chief Executive Officer and Director of Ripple Foods and is the former Chief Executive Officer of Foster Farms. She has held various leadership roles at ConAgra Foods, General Mills and PepsiCo. Russ Fleischer. Russ is a General Partner at Battery Ventures and previously served as Chief Executive Officer at 3 privately held corporations. Scott Marimow. Scott was appointed to the company's Board in March of this year following our merger with Topgolf. He is also a Managing Director at Providence Equity Partners. Bayo Ogunlesi. Bayo is the Chairman and Managing Partner of Global Infrastructure Management and he previously spent 23 years at Credit Suisse. Linda Segre. Linda is a former professional golfer and a former Executive Vice President, Chief Strategy and People Officer at Diamond Foods. Tony Thornley. Tony served as the Interim President and Chief Executive Officer of the company prior to my arrival and is the former President and Chief Operating Officer at Qualcomm. John Cushman. John is with us today. He's the Chairman, Global Transactions, of Cushman & Wakefield, who is retiring from the Board as of this annual meeting. John has been on the company's board since 2003. We would like to extend our deepest gratitude to John for his 18 years of dedication and distinguished leadership on the Board. Thank you, John, for your profound and lasting contributions to the company. Also joining me today is Brian Lynch, the company's Executive Vice President and Chief Financial Officer; Patrick Burke, Vice President, Global Finance, and Head of Investor Relations; and Sarah Kim, Vice President, General Counsel and Corporate Secretary. At this meeting, shareholders are being asked to vote upon the following 4 proposals: the election of 12 directors, the ratification of the appointment of Deloitte & Touche as our independent registered public accounting firm for 2021, the approval of the compensation of our named executive officers, and the approval of an amendment to the company's restated certificate of incorporation to increase the authorized number of shares of common stock from 240 million to 360 million. Details of these 4 matters are included in the company's proxy statement. The online voting will now be closed. Sarah, can you report whether we have a quorum and the results of the voting?

Yes, Chip. The Inspector of Elections has informed me that a quorum is present with over 86% of shares being represented today. Based on the preliminary review of the votes cast, the Inspector of Elections has informed me that all directors were reelected and that all other proposals were approved in accordance with the recommendation of the Board of Directors. A final report will be available online in the next few days.

Thank you, Sarah. That concludes the official business portion of the meeting, and the meeting is now adjourned. Before we proceed, I'm going to ask Sarah to provide our required notices.

Any statements that are made today that relate to future plans, events, financial results, performance, prospects or growth opportunities are forward-looking statements subject to safe harbor protection under the federal securities laws. Such statements reflect our best estimates based on current circumstances and conditions. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risks and uncertainties applicable to the company and its business. For details concerning these risks, you should consult the Risk Factors section of the company's annual report on Form 10-K for the year ended December 31, 2020, together with the company's reports on Forms 10-Q and 8-K subsequently filed with the SEC, and the company's May 10, 2021, earnings release, which is available on the Investors Relations section of the company's website located at ir.callawaygolf.com.

As mentioned in the proxy statement, there is no business presentation today as the purpose of this meeting is to elect directors and vote upon the other matters. I would like to note, however, that each of our operating segments are performing ahead of our plan, and we are very pleased with the current state of our business. You can find more details in our May 10 earnings release. With that said, I'd now like to open the call for questions. You may submit questions online by clicking on the Message icon. Since there are no questions, this concludes our Annual Meeting of Shareholders. Thank you for your continued interest in Callaway.

This concludes the meeting. You may now disconnect.