Divestitures

6 Months Ended

Jun. 30, 2025

Discontinued Operations and Disposal Groups [Abstract]

Divestiture of the Jack Wolfskin Business

On May 31, 2025, pursuant to the terms and conditions of the previously disclosed Sale & Purchase Agreement, dated as of April 10, 2025 by and between the Company and Anca Holdco GmbH & Co. KG, an indirect wholly-owned subsidiary of ANTA Sports Products Limited, we completed the sale of 100% of the outstanding equity interests of Callaway Germany Holdco GmbH, which owns various entities that operate the Jack Wolfskin business, for $290.0 million, net of cash retained and subject to net working capital and other customary adjustments.

During the first quarter of 2025, we determined that the Jack Wolfskin business met the criteria to be classified as held for sale and upon designation, we recorded a $7.0 million impairment loss within selling, general and administrative expenses to write down the assets and liabilities of Jack Wolfskin to their estimated fair value, net of an estimate for costs to sell. Upon completion of the sale of the Jack Wolfskin business on May 31, 2025, we recorded an additional pre-tax loss of $15.7 million, primarily reflecting the release of cumulative translation adjustments of $13.8 million in other income (expense), and adjustments related to selling costs and net working capital adjustments, which were included in selling, general and administrative expenses on the condensed consolidated statement of operations during the three months ended June 30, 2025.

The divestiture reflects our strategic decision to increase our focus and optimize our resources in our core business. The operating results of the Jack Wolfskin business were not classified as discontinued operations within our condensed consolidated statement of operations as it did not have a major effect on our operations. The results of operations for the Jack Wolfskin business are reflected within the Active Lifestyle operating segment through the date of the divestiture.

The following table summarizes the total net pre-tax loss recognized within other income (expense), net and selling, general and administrative expenses on our condensed consolidated statement of operations during the six months ended June 30, 2025 in connection with the divestiture (in millions):


Sale price	$	290.0
Less: Working capital and other customary closing adjustments	(4.0)
Proceeds from sale, net of cash retained and net working capital and customary closing adjustments	286.0
Less: Estimated future net working capital and customary closing adjustments (1)	(2.4)
Proceeds from sale, net of cash retained and estimated net working capital and customary closing adjustments	283.6

Less:
Carrying value of net assets divested	287.7
Direct costs to sell	2.7
Indemnification provided	2.1
Accumulated other comprehensive loss reclassification adjustment, foreign currency translation	13.8
Loss on sale, before taxes	$	(22.7)

(1) Certain working capital adjustments are to be finalized over a defined period from the close of sale. Any resulting revisions will be settled in cash, with an offsetting impact recognized in loss on sale.

The following table summarizes the major categories of assets and liabilities sold (in millions):


	May 31, 2025
Assets

Accounts receivable	$	11.7
Inventories	86.2
Property, plant and equipment, net	11.8
Operating lease right-of-use assets, net	67.4
Trade names and trademarks	212.2
Goodwill and other intangible assets	16.2
Other assets	36.2
Total assets	$	441.7

Liabilities
Accounts payable and accrued expenses	$	48.6
Operating lease liabilities	64.7
Other liabilities	40.7
Total liabilities	$	154.0

Carrying value of net assets sold	$	287.7