Callaway Golf Company (CALY) Earnings Call Transcript & Summary

May 25, 2022

New York Stock Exchange US Consumer Discretionary shareholder_meeting 9 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, and welcome to the Annual Meeting of Shareholders of Callaway Golf Company. Please note that today's meeting is being recorded. During the meeting, we have a question-and-answer session. You could submit questions or comments at any comment by clicking on the Q&A icon. It is now my pleasure to turn today's meeting over to Mr. Chip Brewer, President and CEO of Callaway Golf Company. Mr. Brewer, the floor is yours.

Oliver Brewer

executive
#2

Thank you. Welcome to the Callaway Golf Company 2022 Annual Meeting of Shareholders. I'm Chip Bower, 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 in our virtual meeting online today. 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. The meeting is now called to order. Computershare, represented today by Tiffany Skiles, has been appointed as an Inspector of Elections and is in attendance. If you have not yet voted, please do so now by clicking on the link provided online. If you need a copy of the annual report or proxy statement, the links are provided online as well. [Voting]

Oliver Brewer

executive
#3

I would now like to introduce our Board members. More detailed information concerning their background 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 West River 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, Chief Executive Officer and the Chairman of Kontoor Brands. Prior to this role, Scott was Group President, Americas West for VF Corporation. Tom 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 Ltd. 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 companies. Bavan Holloway. Bavan was appointed to our Board in 2021 and was previously Vice President of corporate audit for Boeing, among other senior roles and spent 16 years at KPMG. Scott Marimow. Scott was appointed to the company's Board in March 2021 following our merger with Topgolf. He is also a Managing Director at Providence Equity Partners. Adebayo Ogunlesi. Adebayo is the Chairman and Managing Partner of Global Infrastructure Management, and he previously spent 23 years at Credit Suisse. Varsha Rao, Varsha was appointed to our Board in March 2022 and is currently the Head of Nurx, following its merger with 30 Madison. Varsha previously held senior roles with Clover Health and Airbnb. 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. Also joining me today is Brian Lynch, the company's Executive Vice President, Chief Financial Officer; Patrick Burke, our Senior Vice President for Global Finance; 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 14 Directors, the ratification on an advisory basis of the appointment of Deloitte & Touche as our independent registered public accounting firm for 2022, the approval on an advisory basis of the compensation of our named executive officers and the approval of the Callaway Golf Company 2022 incentive Plan. Details of these 4 matters are included in the company's proxy statement. The online voting will now be closed. Sarah, could you report whether we have a quorum in the results of the voting?

Sarah Kim

executive
#4

Yes, Chip. The Inspector of Elections has informed me that a quorum is present with over 83% 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.

Oliver Brewer

executive
#5

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 acquired notices.

Sarah Kim

executive
#6

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, 2021, together with the company's reports on forms 10-Q and 8-K subsequently filed with the Securities and Exchange Commission and the company's May 10, 2022 earnings release, which is available on the Investor Relations section of the company's website located at ir.callawaygolf.com.

Oliver Brewer

executive
#7

Thank you, Sarah. 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. You can find updates about our business on our May 10, 2022 earnings release. With that said, I would now like to open the call for questions.

Oliver Brewer

executive
#8

You may submit questions online by clicking on the message icon.

Brian Lynch

executive
#9

Chip, we're not seeing any questions being submitted.

Oliver Brewer

executive
#10

Thank you, Brian. Since there are no questions, this concludes our Annual Meeting of Shareholders. Thank you for your continued interest in Callaway.

Operator

operator
#11

This concludes the meeting. You may now disconnect.

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