Brian P. Lynch
Thank you, Artie, and good afternoon, everyone. We are pleased with our second quarter results in the current environment as we exceeded our forecast for the second quarter, allowing us to absorb the recently announced incremental tariffs and increased our full year guidance for our ongoing businesses. Before moving to Q2 results, I want to comment on the sale of the Jack Wolfskin business. Our teams did a great job hustling to close the transaction 1 month earlier than anticipated. Compared to last year, this resulted in approximately $15 million less in revenue, but more importantly, resulted in approximately $7 million more in adjusted EBITDA as we avoided the June loss that typically occurs at Jack Wolfskin due to the seasonality of that business. In addition, the closing of this transaction marks a significant milestone as we continue to realign our strategic priorities toward our core businesses and enhance the company's financial flexibility in preparation for the planned separation of Topgolf. Turning to our Q2 results. Consolidated revenues were $1.11 billion, representing a 4% year-over-year decrease primarily due to decreased revenue in the Active Lifestyle segment, which in turn was primarily due to decreased revenue in the Jack Wolfskin business. Excluding the impact from Jack Wolfskin, sales would have declined approximately 2% primarily due to the decline in Topgolf same venue sales. Overall results exceeded our expectations largely due to stronger-than-anticipated performance in the Topgolf and Golf Equipment segments. Q2 adjusted EBITDA of $196 million decreased 5% year-over-year, primarily due to the decreased revenue, incremental tariffs and increased foreign currency hedge losses, partially offset by the impact from the sale of Jack Wolfskin, gross margin improvement initiatives and cost savings initiatives in the Topgolf and Golf Equipment segments. Moving to Segment Performance. In Golf Equipment, Q2 revenue was approximately flat year-over-year at $412 million, which exceeded our expectations going into the quarter. Despite tariffs and an unfavorable FX impact to COGS, gross margin in our Golf Equipment business was up slightly. Golf Equipment Q2 operating income of $76 million decreased 1% year-over-year, with gross margin and cost savings initiatives mostly offsetting the slight decrease in revenue and incremental tariffs. Year-to-date operating margins for Golf Equipment are up over 200 basis points. In Active Lifestyle, Q2 revenue decreased $36 million year-over-year to $214 million, primarily due to Jack Wolfskin, including the sale which resulted in 1 less month of revenue as well as soft market conditions in the Active Apparel industry, as Chip mentioned. Active Lifestyle operating income increased by $6 million to $21 million, primarily driven by the sale of Jack Wolfskin and cost savings initiatives, partially offset by the lower sales volume. Moving to Topgolf. Q2 revenue decreased 2% year-over-year primarily due to a 6% decline in same venue sales, partially offset by higher revenue from new venues. Topgolf same venue sales of down 6% was ahead of our expectations, primarily due to improved traffic trends as previously discussed. Topgolf's Q2 operating income of $55 million, decreased 1% due to increased depreciation from new venues, while adjusted EBITDA increased $1 million year-over-year to $111 million. These better-than-expected adjusted EBITDA results reflect approximately flat EBITDAR margin, resulting from ongoing cost reduction efforts and improved operating efficiencies. The Topgolf team has done great work finding opportunities to improve same-venue sales trends, including the implementation of the value offerings and the Summer Fun Pass. Switching gears to balance sheet and liquidity. Our available liquidity as of June 30, 2025, increased $378 million to $1.16 billion due to increased cash compared to second quarter 2024, primarily driven by approximately $290 million in cash proceeds from the sale of Jack Wolfskin as well as proceeds from lease financing and cash from operations. At quarter end, net debt was $2.39 billion, down from $2.62 billion last year, primarily due to cash proceeds from the sale of Jack Wolfskin. Excluding venue financing debt, which is essentially capitalized rent related to our Topgolf venues and including the convertible debt, our REIT adjusted net debt was $853 million, down $387 million year-over-year as a result of the increased cash. Net debt leverage improved to 4.1x from 4.4x, driven by the higher cash balance. REIT adjusted net leverage, which includes rent interest payments, improved to 1.8x from 2.4x. We are comfortable with these leverage levels. Our inventory balance decreased $38 million versus the end of Q2 2024 to $609 million at the end of Q2 2025, primarily due to a $113 million decrease from the sale of the Jack Wolfskin business. This more than offset increases in Golf Equipment inventory levels due to year-over-year timing difference and the normalization of Topgolf inventory after a supplier factory fire in late 2023. Now let's turn to our outlook for the remainder of the year. As a reminder, the full year guidance we provided in May incorporated to full year financial forecast for the Jack Wolfskin business. Please see Slide 19 in the investor deck for details. With the successful completion of the Jack Wolfskin sale, we are now updating our guidance to remove Jack Wolfskin and to reflect an improved outlook for our ongoing businesses. Moving to specific guidance. The sale of the Jack Wolfskin business reduces our full year forecast by approximately $265 million in revenue and $26 million of adjusted EBITDA, both representing the Jack Wolfskin forecast for June through December. Given the sale occurred in May, the seasonality of that business resulted in outsized impact on adjusted EBITDA this year as we incurred the seasonal losses during the first 5 months of 2025 but don't received the second half EBITDA it typically generates. Our updated revenue guidance of $3.80 billion to $3.92 billion represents an increase of just over $30 million at the midpoint versus prior guidance, excluding Jack Wolfskin. This updated guidance also reflects an improvement in the midpoint of our Topgolf same- venue sales outlook, which, as I will discuss in a moment, more than offset some timing headwinds in the business from 1 less venue opening in Q4, which has now moved to 2026. Moving to adjusted EBITDA. We're also raising the midpoint and narrowing the range of our full year adjusted EBITDA guidance. Given the improving trends, we are essentially covering a loss of the $26 million second half Jack Wolfskin adjusted EBITDA and the approximate $40 million expected headwind from tariffs this year. Excluding Jack Wolfskin, the midpoint of the updated guidance range of $430 million to $490 million represents an increase of just over $25 million versus prior guidance. Our business is benefiting from better-than-expected sales and the team's excellent work finding additional cost efficiencies, as well as our ongoing gross margin initiatives. This outcome is a significant accomplishment in this difficult operating environment. Turning to Topgolf. We are revising our same venue sales guidance from down 6% to 12% to down 6% to down 9%. As a result, we are narrowing the range of our full year Topgolf revenue guidance to $1.71 billion to $1.77 billion, which is $5 million higher than the previous guidance at the midpoint. We are also narrowing the range of our full year Topgolf adjusted EBITDA guidance to $265 million to $295 million, which represents a $10 million increase versus prior guidance at the midpoint. With regard to CapEx, given the changes in timing of lease financing proceeds, our outlook for Topgolf's net CapEx has changed to $110 million to $120 million from $90 million to $110 million. Separately, we are lowering our core business CapEx outlook from $60 million to $50 million. We continue to expect to be free cash flow positive at both the total company and at Topgolf in 2025. Now turning to our outlook for the quarter. In Q3, we are forecasting consolidated revenue of $880 million to $920 million versus $905 million in Q3 2024, which for comparison purposes, excludes the Jack Wolfskin results in 2024. This estimate reflects projected same-venue sales of down low to mid-single digits and the more competitive Golf Equipment environment we mentioned previously. We estimate Q3 adjusted EBITDA to be in the range of $78 million to $98 million compared to $119 million in the prior year, excluding Jack Wolfskin. This decrease is primarily due to the projected decline in Topgolf same-venue sales as well as the impact of tariffs announced earlier this year. In summary, we are pleased with our financial performance in Q2, but even more encouraged by the current trends in our business, including continued consumer strength in our Golf Equipment business and improving trends in same-venue sales at Topgolf. We have made good progress with our value initiatives at Topgolf and our gross margin and operating expense initiatives in our core business. These trends in actions are allowing us to increase our guidance despite the incremental tariffs. Our available liquidity remains strong and was bolstered by the sale of the Jack Wolfskin business. In addition, our strategic initiatives are ongoing, and we remain committed to generating value for our shareholders through the separation of Topgolf from our core business. With that said, I would now like to turn the call back over to the operator for Q&A.