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8-K - 8-K - Acushnet Holdings Corp.golf-8xkq32018document.htm



Exhibit 99.1

Acushnet Holdings Corp. Announces
Third Quarter and Year-to-Date 2018 Financial Results,
Declares Quarterly Cash Dividend
Third Quarter 2018 Financial Results
Third quarter net sales of $370.4 million, up 6.7% year over year, up 7.0% in constant currency
Year-to-date net sales of $1,290.4 million, up 6.7% year over year, up 4.4% in constant currency
Third quarter net income attributable to Acushnet Holdings Corp. of $7.1 million, down 23.6% year over year
Year-to-date net income attributable to Acushnet Holdings Corp. of $88.5 million, up 10.1% year over year
Third quarter Adjusted EBITDA of $38.3 million, up 18.9% year over year
Year-to-date Adjusted EBITDA of $194.8 million, up 6.7% year over year
Quarterly Cash Dividend
Quarterly cash dividend of $0.13 per share; $9.7 million on an aggregate basis for the quarter
FAIRHAVEN, MA – November 1, 2018 – Acushnet Holdings Corp. (NYSE: GOLF) ("Acushnet"), a global leader in the design, development, manufacture and distribution of performance-driven golf products, today reported financial results for the three and nine months ended September 30, 2018.
“I am pleased to report that the Acushnet team continues to execute well on our enduring mission to steward two of the most revered brands in golf - Titleist and FootJoy,” said David Maher, Acushnet’s President and Chief Executive Officer. “Our solid third quarter results, performance year to date and positive momentum highlight the strength of our strategy and proven ability to execute. At our core, Titleist Pro V1 golf balls continue to lead the field by a wide margin, accounting for 73% of balls played on the worldwide tours during the 2018 season and 71% of worldwide wins, including all four men’s Major Championships and all five women’s Major Championships. We believe this continued pyramid of influence validation drives dedicated golfers around the world to understand and appreciate Titleist Pro V1 as the clear performance and quality leader.”

“Our results in the quarter and year to date were driven by our equipment innovation engine, which has successfully launched new Titleist Ball, Club and Gear and FootJoy Performance Wear products throughout 2018”, continued Maher. “Keys to our sales growth in the quarter included the launch of our new TS drivers and fairways - one of our more successful and comprehensive metals introductions - and the continued strong performance of the new AVX, Tour Soft and Velocity golf balls. In addition, the new 2018 Vokey SM7 wedges, Scotty Cameron Select putters and Titleist 718

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irons all continued their strong performance in the quarter. We note that each of these successful, new products was launched within the past 12 months. Looking forward, we are optimistic about our pipeline of new products across all categories and are confident in our ability to maintain this innovation, performance and quality momentum as we head into next season.”
Summary of Third Quarter 2018 Financial Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended September 30,
 
Increase/(Decrease)
 
Constant Currency Increase/(Decrease)
(in millions)
 
2018
 
2017
 
$ change
 
% change
 
$ change
 
% change
Net sales
 
$
370.4

 
$
347.3

 
$
23.1

 
6.7
 %
 
$
24.4

 
7.0
%
Net income attributable to Acushnet Holdings Corp
 
$
7.1

 
$
9.3

 
$
(2.2
)
 
(23.6
)%
 
 
 
 
Adjusted EBITDA
 
$
38.3

 
$
32.2

 
$
6.1

 
18.9
 %
 
 
 
 

Consolidated net sales for the quarter increased by 6.7%, up 7.0% on a constant currency basis, driven by increased sales of Titleist golf clubs primarily driven by higher sales volume of drivers and fairways resulting from our newly introduced TS models and wedges and increased sales of Titleist golf balls primarily driven by a sales volume increase attributed to our AVX premium performance golf balls.
On a geographic basis, consolidated net sales in the United States increased by 10.7% in the quarter. Net sales in regions outside the United States were up 2.1%, up 2.9% on a constant currency basis. On a constant currency basis, Korea was up 4.2% and EMEA up 3.8%.
Segment specifics:
6.0% increase in net sales (6.2% increase on a constant currency basis) of Titleist golf balls primarily driven by a sales volume increase attributed to our new AVX premium performance golf balls launched in the second quarter.
16.9% increase in net sales (17.4% increase on a constant currency basis) of Titleist golf clubs primarily driven by higher sales volume of drivers and fairways resulting from our newly introduced TS models launched in the third quarter and higher sales volume and higher average selling prices of our wedges launched in the first quarter of 2018.
1.3% decrease in net sales (1.0% decrease on a constant currency basis) of Titleist golf gear. This decrease was primarily due to a sales volume decline in travel gear, largely offset by a sales volume increase in Titleist gloves and higher average selling prices across all categories of the gear business.
0.8% decrease in net sales (0.3% decrease on a constant currency basis) in FootJoy golf wear primarily resulted from a sales volume decline in footwear partially offset by a sales volume increase in apparel.
Net income attributable to Acushnet decreased by $2.2 million to $7.1 million, down 23.6% year over year, primarily as a result of an increase in income tax expense, which was partially offset by an increase in income before taxes. The increase in income tax expense was due to an unfavorable

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discreet, non-cash, tax adjustment of $5.1 million, related to the transition tax originally recorded in 2017, which resulted from clarifications that were issued by the U.S. Treasury during the quarter.
Adjusted EBITDA was $38.3 million, up 18.9% year over year. Adjusted EBITDA margin was 10.4% for the third quarter versus 9.3% for the prior year period.
Summary of First Nine Months 2018 Financial Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine months ended September 30,
 
Increase/(Decrease)
 
Constant Currency Increase/(Decrease)
(in millions)
 
2018
 
2017
 
$ change
 
% change
 
$ change
 
% change
Net sales
 
$
1,290.4

 
$
1,208.9

 
$
81.5

 
6.7
%
 
$
53.6

 
4.4
%
Net income attributable to Acushnet Holdings Corp
 
$
88.5

 
$
80.4

 
$
8.1

 
10.1
%
 
 
 
 
Adjusted EBITDA
 
$
194.8

 
$
182.5

 
$
12.3

 
6.7
%
 
 
 
 

Consolidated net sales for the first nine months increased by 6.7%, up 4.4% on a constant currency basis, driven by an increase of Titleist golf clubs due to higher sales volumes of irons and wedges and increased sales of Titleist golf balls driven by a sales volume increase attributed to our AVX premium performance golf balls.
On a geographic basis, consolidated net sales in the United States increased by 7.0% in the nine month period. Net sales in regions outside the United States were up 6.4%, up 1.6% on a constant currency basis with Korea up 2.5%, rest of world up 2.2%, and EMEA up 1.6%.
Segment specifics:
3.7% increase in net sales (2.0% increase on a constant currency basis) of Titleist golf balls primarily driven by a sales volume increase attributed to our new AVX premium performance golf balls and our Tour Soft and Velocity performance golf balls launched in the second quarter and first quarter, respectively, partially offset by a sales volume decline in Pro V1 and Pro V1x golf balls which are in their second model year.
19.2% increase in net sales (16.9% increase on a constant currency basis) of Titleist golf clubs primarily driven by higher sales volumes of our iron series introduced in the third quarter of 2017, our wedges launched in the first quarter of 2018 and our newly introduced TS drivers and TS fairways, which were launched in the third quarter of 2018, partially offset by lower sales volumes of our previous generation drivers and fairways.
0.1% increase in net sales (2.4% decrease on a constant currency basis) of Titleist golf gear. The decrease in constant currency was primarily due to a sales volume decline in our travel gear and golf bag categories, partially offset by higher average selling prices across all categories of the gear business.
1.3% increase in net sales (1.3% decrease on a constant currency basis) in FootJoy golf wear. The decrease in constant currency primarily resulted from a sales volume decline in footwear, partially offset by higher average selling prices across all FootJoy categories and a sales volume increase in apparel.

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Net income attributable to Acushnet improved by $8.1 million to $88.5 million, up 10.1% year over year, primarily as a result of an increase in income from operations, partially offset by an unfavorable discreet, non-cash, tax adjustment of $3.6 million, related to the transition tax originally recorded in 2017, which resulted from clarifications that were issued by the U.S. Treasury during the nine months ended September 30, 2018.
Adjusted EBITDA was $194.8 million, up 6.7% year over year. Adjusted EBITDA margin was 15.1% for the first nine months, unchanged from the prior year period.

Declares Quarterly Cash Dividend
Acushnet's board of directors today declared a quarterly cash dividend in an amount of $0.13 per share of common stock. The dividend will be payable on December 14, 2018, to stockholders of record on November 30, 2018. The number of shares outstanding as of October 26, 2018 was 74,760,062.

2018 Outlook
Consolidated net sales are expected to be approximately $1,620 to 1,630 million.
Consolidated net sales on a constant currency basis are expected to be in the range of up 2.1% to 2.8%.
Adjusted EBITDA is expected to be approximately $227 to 233 million.

Investor Conference Call
Acushnet will hold a conference call at 8:30 am (Eastern Time) on November 1, 2018 to discuss the financial results and host a question and answer session. A live webcast of the conference call will be accessible at www.AcushnetHoldingsCorp.com/ir. A replay archive of the webcast will be available shortly after the call concludes.


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About Acushnet Holdings Corp.
We are the global leader in the design, development, manufacture and distribution of performance-driven golf products, which are widely recognized for their quality excellence. Driven by our focus on dedicated and discerning golfers and the golf shops that serve them, we believe we are the most authentic and enduring company in the golf industry. Our mission - to be the performance and quality leader in every golf product category in which we compete - has remained consistent since we entered the golf ball business in 1932. Today, we are the steward of two of the most revered brands in golf – Titleist, one of golf’s leading performance equipment brands, and FootJoy, one of golf’s leading performance wear brands. Additional information can be found at www.acushnetholdingscorp.com.
Forward-Looking Statements
This press release includes forward-looking statements that reflect our current views with respect to, among other things, our 2018 outlook, our operations and our financial performance. These forward-looking statements are included throughout this press release and relate to matters such as our industry, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources and other financial and operating information such as our anticipated consolidated net sales, consolidated net sales on a constant currency basis and adjusted EBITDA. We use words like “guidance,” “outlook,” “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable” and similar terms and phrases to identify forward-looking statements in this press release.

The forward-looking statements contained in this press release are based on management’s current expectations and are subject to uncertainty and changes in circumstances. We cannot assure you that future developments affecting us will be those that we have anticipated. Actual results may differ materially from these expectations due to changes in global, regional or local economic, business, competitive, market, regulatory and other factors, many of which are beyond our control. Important factors that could cause or contribute to such differences include: a reduction in the number of rounds of golf played or in the number of golf participants; unfavorable weather conditions may impact the number of playable days and rounds played in a given year; macroeconomic factors may affect the number of rounds of golf played and related spending on golf products; demographic factors may affect the number of golf participants and related spending on our products; a significant disruption in the operations of our manufacturing, assembly or distribution facilities; our ability to procure raw materials or components of our products; a disruption in the operations of our suppliers; cost of raw materials and components; currency transaction and translation risk; our ability to successfully manage the frequent introduction of new products; our reliance on technical innovation and high-quality products; changes to the Rules of Golf with respect to equipment; our ability to adequately enforce and protect our intellectual property rights; involvement in lawsuits to protect, defend or enforce our intellectual property rights; our ability to prevent infringement of intellectual property rights by others; recent changes to U.S. patent laws and proposed changes to the rules of the U.S. Patent and Trademark Office; intense competition and our ability to maintain a competitive advantage in each of our markets; limited opportunities for future growth in sales of golf balls, golf shoes and golf gloves; our customers’ financial condition, their levels of business activity and their ability to pay trade obligations; a decrease in corporate spending on our custom logo golf

5




balls; our ability to maintain and further develop our sales channels; consolidation of retailers or concentration of retail market share; our ability to maintain and enhance our brands; seasonal fluctuations of our business; fluctuations of our business based on the timing of new product introductions; risks associated with doing business globally; compliance with laws, regulations and policies, including the U.S. Foreign Corrupt Practices Act or other applicable anti-corruption legislation; our ability to secure professional golfers to endorse or use our products; negative publicity relating to us or the golfers who use our products or the golf industry in general; our ability to accurately forecast demand for our products; a disruption in the service or increase in cost, of our primary delivery and shipping services or a significant disruption at shipping ports; our ability to maintain our information systems to adequately perform their functions; cybersecurity risks; the ability of our eCommerce systems to function effectively; impairment of goodwill and identifiable intangible assets; our ability to attract and/or retain management and other key employees and hire qualified management, technical and manufacturing personnel; our ability to prohibit sales of our products by unauthorized retailers or distributors; our ability to grow our presence in existing international markets and expand into additional international markets; tax uncertainties, including potential changes in tax laws, unanticipated tax liabilities and limitations on utilization of tax attributes after any change of control; adequate levels of coverage of our insurance policies; product liability, warranty and recall claims; litigation and other regulatory proceedings; compliance with environmental, health and safety laws and regulations; our ability to secure additional capital on terms acceptable to us; our estimates or judgments relating to our critical accounting policies; our substantial leverage, ability to service our indebtedness, ability to incur more indebtedness and restrictions in the agreements governing our indebtedness; our exposure to market risks from changes in interest rates on our variable rate indebtedness and risks related to counterparty credit worthiness or non-performance of derivative financial instruments; our ability to pay dividends; and the other factors set forth in the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2017 filed with the SEC on March 7, 2018 as it may be updated by our periodic reports subsequently filed with the SEC. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual results may vary in material respects from those projected in these forward-looking statements.

Any forward-looking statement made by us in this press release speaks only as of the date of this press release. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, investments or other strategic transactions we may make. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.


Media Contact:
AcushnetPR@icrinc.com
Investor Contact:
IR@AcushnetGolf.com

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ACUSHNET HOLDINGS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

 
 
Three months ended September 30,
 
Nine months ended September 30,
(in thousands)
 
2018
 
2017
 
2018
 
2017
Net sales
 
$
370,427

 
$
347,263

 
$
1,290,366

 
$
1,208,866

Cost of goods sold
 
181,489

 
174,159

 
622,944

 
586,381

Gross profit
 
188,938

 
173,104

 
667,422

 
622,485

Operating expenses:
 
 
 
 
 
 
 
 
Selling, general and administrative
 
148,653

 
141,514

 
471,706

 
440,959

Research and development
 
12,787

 
10,784

 
38,095

 
35,108

Intangible amortization
 
1,625

 
1,626

 
4,885

 
4,872

Income from operations
 
25,873

 
19,180

 
152,736

 
141,546

Interest expense, net
 
4,284

 
4,040

 
13,939

 
11,863

Other (income) expense, net
 
4,142

 
1,018

 
4,252

 
1,201

Income before income taxes
 
17,447

 
14,122

 
134,545

 
128,482

Income tax expense
 
10,098

 
3,488

 
43,737

 
44,180

Net income
 
7,349

 
10,634

 
90,808

 
84,302

Less:  Net income attributable to noncontrolling interests
 
(286
)
 
(1,316
)
 
(2,354
)
 
(3,854
)
Net income attributable to Acushnet Holdings Corp.
 
$
7,063

 
$
9,318

 
$
88,454

 
$
80,448



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ACUSHNET HOLDINGS CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

 
 
September 30,
 
December 31,
(in thousands, except share and per share amounts)
 
2018
 
2017
Assets
 
 
 
 
Current assets
 
 
 
 
Cash and restricted cash ($8,801 and $13,086 attributable to the FootJoy golf shoe joint venture ("JV"))
 
$
57,992

 
$
47,722

Accounts receivable, net
 
241,488

 
190,851

Inventories ($9,588 and $13,692 attributable to the FootJoy JV)
 
324,968

 
363,962

Other assets
 
85,366

 
84,541

Total current assets
 
709,814

 
687,076

Property, plant and equipment, net ($10,603 and $10,240 attributable to the FootJoy JV)
 
223,852

 
228,922

Goodwill ($32,312 and $32,312 attributable to the FootJoy JV)
 
184,784

 
185,941

Intangible assets, net
 
475,799

 
481,234

Deferred income taxes
 
84,879

 
110,318

Other assets ($2,652 and $2,738 attributable to the FootJoy JV)
 
35,709

 
33,833

Total assets
 
$
1,714,837

 
$
1,727,324

Liabilities and Shareholders' Equity
 
 
 
 
Current liabilities
 
 
 
 
Short-term debt
 
$
14,567

 
$
20,364

Current portion of long-term debt
 
35,625

 
26,719

Accounts payable ($6,028 and $10,587 attributable to the FootJoy JV)
 
91,063

 
92,759

Accrued taxes
 
24,801

 
34,310

Accrued compensation and benefits
 
85,403

 
80,189

Accrued expenses and other liabilities ($2,864 and $2,719 attributable to the FootJoy JV)
 
75,224

 
52,442

Total current liabilities
 
326,683

 
306,783

Long-term debt and capital lease obligations
 
355,633

 
416,970

Deferred income taxes
 
10,110

 
9,318

Accrued pension and other postretirement benefits ($1,375 and $1,908 attributable to the FootJoy JV)
 
93,057

 
130,160

Other noncurrent liabilities ($5,350 and $4,689 attributable to the FootJoy JV)
 
15,764

 
16,701

Total liabilities
 
801,247

 
879,932

Shareholders' equity
 
 
 
 
Common stock, $0.001 par value, 500,000,000 shares authorized; 74,760,062 and 74,479,319 shares issued and outstanding
 
75

 
74

Additional paid-in capital
 
906,107

 
894,727

Accumulated other comprehensive loss, net of tax
 
(86,075
)
 
(81,691
)
Retained earnings
 
64,915

 
1,618

Total equity attributable to Acushnet Holdings Corp.
 
885,022

 
814,728

Noncontrolling interests
 
28,568

 
32,664

Total shareholders' equity
 
913,590

 
847,392

Total liabilities and shareholders' equity
 
$
1,714,837

 
$
1,727,324




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ACUSHNET HOLDINGS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

 
Nine months ended September 30,
(in thousands)
2018
 
2017
Cash flows from operating activities
 
 
 
Net income
$
90,808

 
$
84,302

Adjustments to reconcile net income to cash provided by (used in) operating activities
 
 
 
Depreciation and amortization
30,057

 
30,667

Unrealized foreign exchange loss (gain)
3,057

 
(2,885
)
Amortization of debt issuance costs
1,040

 
990

Share-based compensation
13,780

 
11,576

Loss on disposals of property, plant and equipment
153

 
466

Deferred income taxes
23,202

 
28,415

Changes in operating assets and liabilities
(32,032
)
 
(171,415
)
Cash flows provided by (used in) operating activities
130,065

 
(17,884
)
Cash flows from investing activities
 
 
 
Additions to property, plant and equipment
(20,662
)
 
(12,781
)
Other investing activity
(2,350
)
 

Cash flows used in investing activities
(23,012
)
 
(12,781
)
Cash flows from financing activities
 
 
 
Repayments of short-term borrowings, net
(4,103
)
 
(31,719
)
Proceeds from delayed draw term loan A facility

 
100,000

Repayments of delayed draw term loan A facility
(38,750
)
 
(3,750
)
Repayment of term loan facilities
(14,063
)
 
(14,064
)
Debt issuance costs
(381
)
 

Dividends paid on common stock
(29,338
)
 
(26,802
)
Dividends paid to noncontrolling interests
(6,450
)
 
(2,400
)
Payment of employee restricted stock tax withholdings
(2,634
)
 
(903
)
Cash flows (used in) provided by financing activities
(95,719
)
 
20,362

Effect of foreign exchange rate changes on cash
(1,064
)
 
4,354

Net increase (decrease) in cash
10,270

 
(5,949
)
Cash and restricted cash, beginning of year
47,722

 
79,140

Cash and restricted cash, end of period
$
57,992

 
$
73,191









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ACUSHNET HOLDINGS CORP.
Supplemental Net Sales Information (Unaudited)
Third Quarter Net Sales by Segment
 
 
Three months ended
 
 
 
 
 
Constant Currency
 
 
September 30,
 
Increase/(Decrease)
 
Increase/(Decrease)
(in thousands)
 
2018
 
2017
 
$ change
 
% change
 
$ change
 
% change
Titleist golf balls
 
$
121,794

 
$
114,950

 
$
6,844

 
6.0
 %
 
$
7,172

 
6.2
 %
Titleist golf clubs
 
99,018

 
84,676

 
14,342

 
16.9
 %
 
14,739

 
17.4
 %
Titleist golf gear
 
30,497

 
30,895

 
(398
)
 
(1.3
)%
 
(306
)
 
(1.0
)%
FootJoy golf wear
 
100,165

 
101,010

 
(845
)
 
(0.8
)%
 
(307
)
 
(0.3
)%
Third Quarter Net Sales by Region
 
 
Three months ended
 
 
 
Constant Currency
 
 
September 30,
 
Increase/(Decrease)
 
Increase/(Decrease)
(in thousands)
 
2018
 
2017
 
$ change
 
% change
 
$ change
 
% change
United States
 
$
203,194

 
$
183,495

 
$
19,699

 
10.7
 %
 
$
19,699

 
10.7
%
EMEA
 
41,659

 
40,646

 
1,013

 
2.5
 %
 
1,534

 
3.8
%
Japan
 
41,683

 
41,130

 
553

 
1.3
 %
 
749

 
1.8
%
Korea
 
50,030

 
47,502

 
2,528

 
5.3
 %
 
1,998

 
4.2
%
Rest of world
 
33,861

 
34,490

 
(629
)
 
(1.8
)%
 
428

 
1.2
%
Total net sales
 
$
370,427

 
$
347,263

 
$
23,164

 
6.7
 %
 
$
24,408

 
7.0
%

Nine Months Net Sales by Segment
 
 
Nine months ended
 
 
 
Constant Currency
 
 
September 30,
 
Increase/(Decrease)
 
Increase/(Decrease)
(in thousands)
 
2018
 
2017
 
$ change
 
% change
 
$ change
 
% change
Titleist golf balls
 
$
418,911

 
$
404,101

 
$
14,810

 
3.7
%
 
$
8,002

 
2.0
 %
Titleist golf clubs
 
333,750

 
279,955

 
53,795

 
19.2
%
 
47,221

 
16.9
 %
Titleist golf gear
 
120,664

 
120,585

 
79

 
0.1
%
 
(2,854
)
 
(2.4
)%
FootJoy golf wear
 
360,367

 
355,750

 
4,617

 
1.3
%
 
(4,675
)
 
(1.3
)%

Nine Months Net Sales by Region
 
 
Nine months ended
 
 
 
Constant Currency
 
 
September 30,
 
Increase/(Decrease)
 
Increase/(Decrease)
(in thousands)
 
2018
 
2017
 
$ change
 
% change
 
$ change
 
% change
United States
 
$
675,223

 
$
630,784

 
$
44,439

 
7.0
%
 
$
44,439

 
7.0
%
EMEA
 
182,375

 
166,533

 
15,842

 
9.5
%
 
2,637

 
1.6
%
Japan
 
139,299

 
135,607

 
3,692

 
2.7
%
 
81

 
0.1
%
Korea
 
164,679

 
153,354

 
11,325

 
7.4
%
 
3,794

 
2.5
%
Rest of world
 
128,790

 
122,588

 
6,202

 
5.1
%
 
2,675

 
2.2
%
Total net sales
 
$
1,290,366

 
$
1,208,866

 
$
81,500

 
6.7
%
 
$
53,626

 
4.4
%

10




ACUSHNET HOLDINGS CORP.
Reconciliation of GAAP to Non-GAAP Measures
(Unaudited)

Use of Non-GAAP Financial Measures
The Company reports its financial results in accordance with generally accepted accounting principles in the United States (“GAAP”). However, this release includes the non-GAAP financial measures of net sales in constant currency, Adjusted EBITDA and Adjusted EBITDA margin. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant to understanding and assessing the Company’s financial results. Therefore, these measures should not be considered in isolation or as an alternative to net sales, net income or other measures of profitability or performance under GAAP. You should be aware that the Company’s presentation of these measures may not be comparable to similarly-titled measures used by other companies.
We use net sales on a constant currency basis to evaluate the sales performance of our business in period over period comparisons and for forecasting our business going forward. Constant currency information allows us to estimate what our sales performance would have been without changes in foreign currency exchange rates. This information is calculated by taking the current period local currency sales and translating them into U.S. dollars based upon the foreign currency exchange rates for the applicable comparable prior period. This constant currency information should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP. Our presentation of constant currency information may not be consistent with the manner in which similar measures are derived or used by other companies.
Adjusted EBITDA represents net income attributable to Acushnet Holdings Corp. adjusted for income tax expense, interest expense, depreciation and amortization, share-based compensation expense, certain transaction fees, indemnification expense (income) from our former owner Beam Suntory, Inc. (formerly known as Fortune Brands, Inc.) (“Beam”), executive pension settlement, certain other non-cash (gains) losses, net and the net income relating to noncontrolling interests in our FootJoy golf shoe joint venture. We define Adjusted EBITDA in a manner consistent with the term “Consolidated EBITDA” as it is defined in our credit agreement.
We present Adjusted EBITDA as a supplemental measure because it excludes the impact of certain items that we do not consider indicative of our ongoing operating performance. Management uses Adjusted EBITDA to evaluate the effectiveness of our business strategies, assess our consolidated operating performance and make decisions regarding pricing of our products, go to market execution and costs to incur across our business.
We believe Adjusted EBITDA provides useful information to investors regarding our consolidated operating performance. By presenting Adjusted EBITDA, we provide a basis for comparison of our business operations between different periods by excluding items that we do not believe are indicative of our core operating performance.
Adjusted EBITDA is not a measurement of financial performance under GAAP. It should not be considered an alternative to net income attributable to Acushnet Holdings Corp. as a measure of our

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operating performance or any other measure of performance derived in accordance with GAAP. In addition, Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items, or affected by similar non-recurring items. Adjusted EBITDA has limitations as an analytical tool, and you should not consider such measure either in isolation or as a substitute for analyzing our results as reported under GAAP. Our definition and calculation of Adjusted EBITDA is not necessarily comparable to other similarly titled measures used by other companies due to different methods of calculation.
We also use Adjusted EBITDA margin on a consolidated basis, which measures our Adjusted EBITDA as a percentage of net sales, because our management uses it to evaluate the effectiveness of our business strategies, assess our consolidated operating performance and make decisions regarding pricing of our products, go to market execution and costs to incur across our business. We present Adjusted EBITDA margin as a supplemental measure of our operating performance because it excludes the impact of certain items that we do not consider indicative of our ongoing operating performance. Adjusted EBITDA margin is not a measurement of financial performance under GAAP. It should not be considered an alternative to any measure of performance derived in accordance with GAAP.
The following table presents reconciliations of net income attributable to Acushnet Holdings Corp. to Adjusted EBITDA for the periods presented (dollars in thousands):
 
 
Three months ended
 
Nine months ended
 
 
September 30,
 
September 30,
 
 
2018
 
2017
 
2018
 
2017
Net income attributable to Acushnet Holdings Corp.
 
$
7,063

 
$
9,318

 
$
88,454

 
$
80,448

Income tax expense
 
10,098

 
3,488

 
43,737

 
44,180

Interest expense, net
 
4,284

 
4,040

 
13,939

 
11,863

Depreciation and amortization
 
9,345

 
10,214

 
30,057

 
30,667

Share-based compensation
 
4,670

 
3,674

 
13,780

 
11,576

Transaction fees
 
470

 

 
470

 
146

Beam indemnification expense (income)(a)
 
(68
)
 
145

 
(181
)
 
342

Executive pension settlement(b)
 
2,543

 

 
2,543

 

Other non-cash (gains) losses, net
 
(350
)
 
(17
)
 
(389
)
 
(613
)
Net income attributable to noncontrolling interests
 
286

 
1,316

 
2,354

 
3,854

Adjusted EBITDA
 
$
38,341

 
$
32,178

 
$
194,764

 
$
182,463

Adjusted EBITDA margin
 
10.4
%
 
9.3
%
 
15.1
%
 
15.1
%
(a)
Reflects the non‑cash charges related to the indemnification obligations owed to us by Beam that are included when calculating net income attributable to Acushnet Holdings Corp.
(b)
In the third quarter of 2018, our former Chief Executive Officer received lump-sum pension benefit payments in connection with his retirement, which resulted in a non-cash settlement expense of $2.5 million.
A reconciliation of non-GAAP Adjusted EBITDA, as forecasted for 2018, to the closest corresponding GAAP measure, net income (loss), is not available without unreasonable efforts on a

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forward-looking basis due to the high variability and low visibility of certain charges that may impact our GAAP results on a forward-looking basis, such as the measures and effects of share- based compensation and adjustments related to the indemnification obligations owed to us by Beam.

 


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