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July 28, 2015 12:07 AM ET

Leisure Products

Company Overview of Callaway Golf Ball Operations, Inc.

Company Overview

Callaway Golf Ball Operations, Inc. manufactures and markets golf balls in the United States and internationally. It also offers drivers and fairway metals, irons, woods, wedges, and putters; and accessories, such as golf bags, gloves, and carts. Callaway Golf Ball Operations, Inc. was formerly known as The Top-Flite Golf Company. The company was founded in 1895 and is based in Carlsbad, California. As of September 15, 2003, Callaway Golf Ball Operations, Inc. operates as a subsidiary of Callaway Golf Co.

2180 Rutherford Road

Carlsbad, CA 92008

United States

Founded in 1895

Phone:

760-931-1771

Fax:

760-804-4139

Key Executives for Callaway Golf Ball Operations, Inc.

President and Chief Operating Officer
Age: 52
Senior Director of Marketing
Vice President of Manufacturing Operations
Vice President of Sales and Marketing
Director of Key Accounts and Sales Operations
Compensation as of Fiscal Year 2015.

Callaway Golf Ball Operations, Inc. Key Developments

Callaway Golf Company, Callaway Golf Sales Company, Callaway Golf Ball Operations, Inc., Callaway Golf Canada Ltd., Callaway Golf Europe Ltd. Enter into Third Amendment to the Second Amended and Restated Loan and Security Agreements

On June 23, 2014, Callaway Golf Company entered into a Third Amendment to the Second Amended and Restated Loan and Security Agreement among the Company, Callaway Golf Sales Company, Callaway Golf Ball Operations, Inc., Callaway Golf Canada Ltd., Callaway Golf Europe Ltd., Callaway Golf Interactive, Inc. and Callaway Golf International Sales Company and Callaway Golf European Holding Company Limited., Bank of America, N.A., as administrative agent and security trustee and certain financial institutions as lenders. The ABL Facility provides a senior secured asset-based revolving credit facility of up to $230 million, comprising a $160 million U.S. facility (of which $20 million is available for letters of credit), a $25 million Canadian facility (of which $5 million is available for letters of credit) and a $45 million U.K. facility (of which $2 million is available for letters of credit), in each case subject to borrowing base availability under the applicable facility. The interest rate applicable from time to time to outstanding loans under the ABL Facility is, at the company’s option, equal to: (a) a base rate for loans under the U.S. facility equal to the sum of (i) the greater of (A) the prime rate announced by Bank of America from time to time, (B) the Federal Funds Rate, plus 0.50% or (C) LIBOR for a 30-day interest period, plus 1%, plus (ii) an applicable margin ranging from 0.75% to 1.25% depending on the company’s ‘availability ratio’; (b) a prime rate for U.S. dollar-denominated loans under the Canadian facility equal to the sum of (i) the greater of (A) the prime rate announced by Bank of America (Canada) from time to time, (B) the rate of interest charged by the Bank of Canada on one-day loans to financial institutions, plus 0.50% or (C) the average rate applicable to Canadian Dollar Bankers’ Acceptances with a one-month interest period displayed on the “CDOR Page” of Reuter Monitor Money Rates Service, plus 1.05%, plus (ii) an applicable margin ranging from 0.75% to 1.25% depending on the company’s ‘availability ratio’; (c) a base rate for Canadian dollar-denominated loans under the Canadian facility equal to the sum of (i) the base rate announced by Bank of America (Canada) in Toronto, Ontario from time to time, plus (ii) an applicable margin ranging from 0.75% to 1.25% depending on the company’s ‘availability ratio’; (d) a BA rate for Canadian dollar-denominated loans under the Canadian facility equal to the sum of (i) the average rate applicable to Canadian Dollar Bankers’ Acceptances with a one-month interest period displayed on the “CDOR Page” of Reuter Monitor Money Rates Service, plus 0.05%, plus (ii) an applicable margin ranging from 1.75% to 2.25% depending on the company’s ‘availability ratio’; (e) a LIBOR rate for loans under the U.S. facility or U.S. dollar-denominated loans under the Canadian facility equal to the sum of (i) (A) the London interbank offered rate administered by ICE Benchmark Administration Limited for U.S. dollars and the relevant period displayed on pages LIBOR01 or LIBOR02 of the Reuters screen or (B) if such rate is not available, the interest rate at which U.S. dollar deposits in the approximately equivalent amount would be offered by Bank of America’s London branch to major banks in the London interbank Eurodollar market, in either case rounded up to the nearest 1/16th of a percent, plus (ii) an applicable margin ranging from 1.75% to 2.25% depending on the company’s ‘availability ratio’ If the Board of Governors imposes a reserve percentage with respect to LIBOR deposits, then the rate will be divided by 1 minus the reserve percentage; or (f) a base rate for U.S. dollar-denominated loans under the U.K. facility equal to the sum of (i) the base rate with respect to U.S. dollars announced by Bank of America from time to time in the jurisdiction in which such currency is funded plus (ii) an applicable margin ranging from 1.75% to 2.25% depending on the company’s ‘availability ratio’. In addition, the ABL Facility provides for monthly fees ranging from 0.25% to 0.375% of the unused portion of the ABL Facility, depending on the monthly average daily balance of revolver loans and stated amount of letters of credit relative to lenders’ commitments. Amounts borrowed under the ABL Facility may be repaid and reborrowed from time to time. The entire outstanding principal amount (if any) is due and payable at maturity on either (a) the date that is six months prior to the maturity of the Company’s 3.75% Convertible Senior Notes due 2019, maturing August 15, 2019 or (b), if a qualifying refinancing of the Company’s 3.75% Convertible Senior Notes due 2019 has occurred at least six months prior to their maturity, then June 23, 2019. The ABL Facility provides that the Company has the right at any time to request up to $150 million of incremental commitments under the ABL Facility. The lenders under the ABL Facility are not obliged to provide any such incremental commitments and any such increase in commitments will be subject to certain other customary conditions precedent. The Company’s ability to obtain extensions of credit under these incremental commitments is also subject to the same conditions as extensions of credit under the ABL Facility. The company will be subject to compliance with a fixed charge coverage ratio covenant evaluated on a month-end basis during, and continuing 30 days after, any period in which: (x) the difference between (a) availability under the ABL Facility, minus (b) trade payables of borrowers and guarantors that are more than 60 days past due and book overdrafts of borrowers and guarantors in excess of historical practices; is less than: (y) 10% of the sum of all commitments under the ABL Facility.

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