株探米国株
日本語 英語
エドガーで原本を確認する
0001672013false00016720132025-05-072025-05-07

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
Form
8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
 
Date of Report (Date of Earliest Event Reported): May 07, 2025
 
Acushnet Holdings Corp.
(Exact name of registrant as specified in its charter)
 
Delaware 001-37935 45-2644353
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

333 Bridge Street Fairhaven, Massachusetts 02719
(Address of principal executive offices) (Zip Code)

(800) 225-8500
(Registrant’s Telephone Number, Including Area Code)
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock - $0.001 par value per share GOLF New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company   ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐



Item 2.02   Results of Operations and Financial Condition.
 
On May 7, 2025, Acushnet Holdings Corp. (the “Company”) issued a press release announcing the Company’s results of operations for the first quarter ended March 31, 2025. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
 
The information contained in this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01   Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit
No.
Description
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.



SIGNATURES
 
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
ACUSHNET HOLDINGS CORP.
By: /s/ Sean Sullivan
Name: Sean Sullivan
Title: Executive Vice President and Chief Financial Officer
 
Date: May 7, 2025



EX-99.1 2 ex991-q12025.htm EX-99.1 Document


Exhibit 99.1

Acushnet Holdings Corp. Announces
First Quarter 2025 Financial Results

First Quarter 2025 Financial Results
•First quarter net sales of $703.4 million, down 0.6% year over year, up 1.2% in constant currency
•First quarter net income attributable to Acushnet Holdings Corp. of $99.4 million, up 13.2% year over year, primarily due to a non-cash pre-tax gain of $20.9 million related to our FootJoy golf shoe joint venture
•First quarter Adjusted EBITDA of $138.9 million, down 9.6% year over year

FAIRHAVEN, MA – May 7, 2025 – Acushnet Holdings Corp. (NYSE: GOLF) ("Acushnet" or the "Company"), the global leader in the design, development, manufacture and distribution of performance-driven golf products, today reported financial results for the three months ended March 31, 2025.
“2025 is off to a good start with constant currency sales growth driven by the positive responses to new Pro V1 and Pro V1x golf balls and continued momentum in Titleist golf clubs led by our lineup of new GT drivers, fairways and hybrids. We successfully launched new Scotty Cameron Studio Style putters and FootJoy HyperFlex golf shoes in the quarter and are confident that our brands are well positioned in golf shops around the globe as we enter peak season.” said David Maher, Acushnet’s President and Chief Executive Officer.
Mr. Maher continued, “The golf industry remains structurally healthy, with the number of participants growing and rounds of play resilient despite poor weather which impacted the U.S. and Asia in the first quarter. With regard to the evolving tariff landscape, we are leveraging Acushnet’s durable and regionally diverse supply chain and manufacturing capabilities to best position the Company to deliver leading products and services. Special thanks to the Acushnet team for their dedication and remaining focused on our core consumers and trade partners as we invest in our future for the benefit of all stakeholders.”
1



Summary of First Quarter 2025 Financial Results
Three months ended March 31, Increase/(Decrease) Constant Currency Increase/(Decrease)
(in millions) 2025 2024 $ change % change $ change % change
Net sales $ 703.4  $ 707.6  $ (4.2) (0.6) % $ 8.2  1.2  %
Net income attributable to Acushnet Holdings Corp. $ 99.4  $ 87.8  $ 11.6  13.2  %
Adjusted EBITDA $ 138.9  $ 153.7  $ (14.8) (9.6) %
_______________________________________________________________________________________

Consolidated net sales for the first quarter of 2025 decreased 0.6%, or increased 1.2% on a constant currency basis, primarily driven by higher net sales in Titleist golf equipment, largely due to higher sales volumes in golf balls and higher average selling prices in golf clubs, as well as higher average selling prices in Golf gear. These increases were partially offset by lower sales volumes in FootJoy golf wear in the footwear and apparel categories.

On a geographic basis, increased net sales in the United States were driven by an increase of 3.8% in Titleist golf equipment, partially offset by a decrease of 5.5% in FootJoy golf wear. The increase in Titleist golf equipment was primarily driven by higher sales volumes of our GT drivers, hybrids and fairways and Scotty Cameron Studio Style putters, as well as higher sales volumes of our latest generation Pro V1 and Pro V1x golf balls. These increases were partially offset by lower sales volumes of second model year wedges, irons and performance model golf balls. The decrease in FootJoy golf wear was primarily due to lower sales volumes, partially offset by higher average selling prices across all product categories.

Net sales in regions outside the United States decreased 3.5%, or increased 0.8% on a constant currency basis. Net sales increases in EMEA and Rest of World were partially offset by decreases in Korea and Japan, on a constant currency basis. In EMEA, the increase was due to higher net sales across all product segments, primarily in Titleist golf equipment and Golf gear. In Rest of World, the increase was primarily due to higher net sales in Titleist golf equipment. In Korea, the decrease was primarily due to lower net sales in FootJoy golf wear, primarily footwear, and products that are not allocated to one of our three reportable segments, partially offset by higher net sales in Titleist golf equipment. In Japan, the decrease was primarily due to lower net sales in FootJoy golf wear, primarily footwear.

Segment specifics:
•2.2% increase in net sales (3.8% on a constant currency basis) of Titleist golf equipment primarily driven by higher sales volumes of our latest generation Pro V1 and Pro V1x golf balls and higher average selling prices in golf clubs. In addition, higher sales volumes of our recently introduced GT drivers, hybrids and fairways and Scotty Cameron Studio Style putters were more than offset by lower sales volumes of second model year wedges, irons and performance model golf balls.

•6.6% decrease in net sales (4.9% on a constant currency basis) in FootJoy golf wear primarily due to lower sales volumes in footwear and apparel, partially offset by higher average selling prices in golf gloves.

•2.2% increase in net sales (3.9% on a constant currency basis) of Golf gear driven by higher average selling prices across all product categories, partially offset by lower sales volumes in golf bags.

2



Net income attributable to Acushnet Holdings Corp. increased 13.2% to $99.4 million, year over year, primarily due to a non-cash pre-tax gain of $20.9 million related to the deconsolidation of our FootJoy golf shoe joint venture, partially offset by lower income from operations.
Adjusted EBITDA was $138.9 million, down 9.6% year over year. Adjusted EBITDA margin was 19.7% for the first quarter of 2025 versus 21.7% for the prior year period.
Cash Dividend and Share Repurchase
Acushnet's Board of Directors today declared a quarterly cash dividend of $0.235 per share of common stock. The dividend will be payable on June 20, 2025 to shareholders of record on June 6, 2025. The number of shares outstanding as of May 1, 2025 was 58,766,256.
During the quarter, the Company repurchased 540,944 shares of its common stock at an average price of $67.73 for an aggregate of $36.6 million. On April 10, 2025, the Company repurchased 935,907 shares of its common stock from Magnus Holdings Co., Ltd. (“Magnus”), a wholly owned subsidiary of Misto Holdings Corp., for an aggregate of $62.5 million in satisfaction of its previously disclosed obligation under the share repurchase agreement with Magnus dated June 14, 2024.

2025 Outlook
Given the current macro-economic uncertainty, the Company is not providing any updates to its previously issued consolidated full-year outlook. Additional information related to 2025 and the current economic environment will be provided during its upcoming first-quarter 2025 earnings conference call and webcast.

Investor Conference Call
Acushnet will hold a conference call at 8:30 a.m. (Eastern Time) on May 7, 2025 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.
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 wearable brands. Additional information can be found at www.acushnetholdingscorp.com.
3



Forward-Looking Statements
This press release includes forward-looking statements that reflect our current views with respect to, among other things, our 2025 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, strategic priorities and initiatives, foreign exchange headwinds, tariff and international sourcing exposure, 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; consumer spending habits and macroeconomic and demographic factors may affect the number of rounds of golf played, the number of golf participants and related spending on our products; U.S. and foreign trade policies, including the assessment of tariffs and other impositions on imported goods; changes to the Rules of Golf with respect to equipment; our ability to successfully manage the frequent introduction of new products or satisfy changing consumer preferences and quality and regulatory standards; our reliance on technical innovation and high-quality products; a significant disruption in the operations of our manufacturing, assembly or distribution facilities; our ability to procure and the cost of raw materials and components; a disruption in the operations of our suppliers; currency transaction and translation risk; our ability to adequately enforce and protect our intellectual property rights; our involvement in lawsuits to protect, defend or enforce our intellectual property rights; the risk that our products may infringe the intellectual property rights of others; changes to patent laws; intense competition and our ability to maintain a competitive advantage in each of our markets; limited opportunities for future growth in sales of certain of our products; our customers’ financial conditions, levels of business activity and ability to pay their trade obligations; a decrease in corporate spending on our custom logo golf 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; fluctuations of our business and results of operations due to seasonality and product launch cycles; risks associated with doing business globally; compliance with applicable anti-bribery, anti-money laundering and economic sanctions laws; our ability to secure professional golfers to endorse or use our products; negative publicity relating to us, 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 a significant increase in the cost, of our primary delivery and shipping services or a significant disruption at shipping ports; our ability to successfully manage the implementation of our new enterprise resource planning platform; our ability to maintain our information systems to adequately perform their functions; cybersecurity risks; our ability to comply with data privacy and security laws; the ability of our eCommerce systems to function effectively; risks and challenges associated with the development and use of artificial intelligence; 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; our ability to secure and maintain adequate levels of coverage under 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 at all or on terms acceptable to us; lack of assurance of positive returns on capital investments; risks associated with acquisitions and investments; terrorist activities and international political instability; occurrence of natural disasters or pandemic diseases; a high degree of leverage, ability to service our indebtedness, ability to incur more
4



indebtedness and restrictions in the agreements governing our indebtedness; our use of derivative financial instruments; the interests of our controlling shareholder and its affiliates may conflict with other holders of our common stock; our status as a controlled company; the execution of our share repurchase program and effects thereof; our ability to pay dividends; potential dilution from future issuances or sales of our common stock; anti-takeover provisions in our organizational documents and Delaware law; 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, 2024, filed with the Securities and Exchange Commission ("SEC") on February 27, 2025, as it may be updated by our periodic reports subsequently filed with the SEC, including, when available, our Quarterly Report on Form 10-Q for the period ended March 31, 2025. These factors should not be construed as exhaustive. 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 described 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 pursue. 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
5



ACUSHNET HOLDINGS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
  Three months ended March 31,
(in thousands, except share and per share amounts) 2025 2024
Net sales $ 703,372  $ 707,554 
Cost of goods sold 366,210  365,202 
Gross profit 337,162  342,352 
Operating expenses:    
Selling, general and administrative 200,261  201,005 
Research and development 18,859  16,453 
Intangible amortization 3,495  3,513 
Income from operations 114,547  121,381 
Interest expense, net 13,815  13,076 
Other (income) expense, net (19,863) 339 
Income before income taxes 120,595  107,966 
Income tax expense 21,570  23,407 
Net income 99,025  84,559 
Less: Net loss attributable to noncontrolling interests 347  3,203 
Net income attributable to Acushnet Holdings Corp. $ 99,372  $ 87,762 
Net income per common share attributable to Acushnet Holdings Corp.:    
Basic $ 1.62  $ 1.36 
Diluted 1.62  1.35 
Weighted average number of common shares:
Basic 61,325,623 64,621,122
Diluted 61,484,788 64,889,174
6



ACUSHNET HOLDINGS CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
March 31, December 31,
(in thousands, except share and per share amounts) 2025 2024
Assets
Current assets
Cash, cash equivalents and restricted cash ($0 and $10,647 attributable to the FootJoy golf shoe joint venture ("FootJoy JV")) $ 40,599  $ 53,059 
Accounts receivable, net 477,347  218,368 
Inventories ($0 and $3,667 attributable to the FootJoy JV) 538,141  575,964 
Prepaid and other assets 132,843  126,482 
Total current assets 1,188,930  973,873 
Property, plant and equipment, net ($0 and $8,135 attributable to the FootJoy JV) 319,063  325,747 
Goodwill ($0 and $32,312 attributable to the FootJoy JV) 221,869  220,136 
Intangible assets, net 519,711  523,131 
Deferred income taxes 30,050  34,306 
Other assets ($0 and $1,884 attributable to the FootJoy JV) 123,004  103,013 
Total assets $ 2,402,627  $ 2,180,206 
Liabilities, Redeemable Noncontrolling Interests and Shareholders' Equity
Current liabilities
Short-term debt $ 17,345  $ 10,160 
Current portion of long-term debt 751  722 
Accounts payable ($0 and $2,400 attributable to the FootJoy JV) 187,289  150,322 
Accrued taxes 52,022  36,009 
Accrued compensation and benefits ($0 and $643 attributable to the FootJoy JV) 58,899  95,064 
Accrued expenses and other liabilities ($0 and $13,893 attributable to the FootJoy JV) 221,889  180,430 
Total current liabilities 538,195  472,707 
Long-term debt 926,092  753,081 
Deferred income taxes 7,990  8,107 
Accrued pension and other postretirement benefits 69,754  74,410 
Other noncurrent liabilities 76,347  74,737 
Total liabilities 1,618,378  1,383,042 
Redeemable noncontrolling interests 3,965  4,028 
Shareholders' equity
Common stock, $0.001 par value, 500,000,000 shares authorized; 60,920,931 and 61,214,541 shares issued 61  61 
Additional paid-in capital 778,071  787,725 
Accumulated other comprehensive loss, net of tax (133,852) (140,315)
Retained earnings 235,141  180,276 
Treasury stock, at cost (including 1,476,851 and 935,907 of accrued share repurchases)
(99,137) (62,500)
Total equity attributable to Acushnet Holdings Corp. 780,284  765,247 
Noncontrolling interests —  27,889 
Total shareholders' equity 780,284  793,136 
Total liabilities, redeemable noncontrolling interests and shareholders' equity $ 2,402,627  $ 2,180,206 

7



ACUSHNET HOLDINGS CORP.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
  Three months ended March 31,
(in thousands) 2025 2024
Cash flows from operating activities    
Net income $ 99,025  $ 84,559 
Adjustments to reconcile net income to cash flows used in operating activities
Depreciation and amortization 14,277  13,781 
Unrealized foreign exchange gain (2,085) (350)
Amortization of debt issuance costs 452  431 
Share-based compensation 6,941  7,424 
Loss on disposals of property, plant and equipment 385  424 
Deferred income taxes 4,885  4,541 
Gain on deconsolidation of FootJoy JV (20,887) — 
Loss from equity method investment 223  — 
Changes in operating assets and liabilities (223,470) (220,326)
Cash flows used in operating activities (120,254) (109,516)
Cash flows from investing activities    
Additions to property, plant and equipment (11,263) (7,275)
Cash flows used in investing activities (11,263) (7,275)
Cash flows from financing activities
Proceeds from credit facilities
401,522  436,709 
Repayments of credit facilities
(223,230) (271,829)
Purchases of common stock (35,683) (33,322)
Dividends paid on common stock (14,778) (14,630)
Payment of employee restricted stock tax withholdings (9,686) (15,357)
Cash flows provided by financing activities 118,145  101,571 
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash 912  (1,493)
Net decrease in cash, cash equivalents and restricted cash (12,460) (16,713)
Cash, cash equivalents and restricted cash, beginning of year 53,059  65,435 
Cash, cash equivalents and restricted cash, end of period $ 40,599  $ 48,722 





8



ACUSHNET HOLDINGS CORP.
Supplemental Net Sales Information (Unaudited)
First Quarter Net Sales by Segment
  Three months ended     Constant Currency
  March 31, Increase/(Decrease) Increase/(Decrease)
(in millions) 2025 2024 $ change % change $ change % change
Golf balls $ 213.3  $ 208.0  $ 5.3  2.5  % $ 8.3  4.0  %
Golf clubs 207.8  203.9  3.9  1.9  % 7.2  3.5  %
Titleist golf equipment 421.1  411.9  9.2  2.2  % 15.5  3.8  %
FootJoy golf wear 178.4  191.1  (12.7) (6.6) % (9.4) (4.9) %
Golf gear 71.0  69.5  1.5  2.2  % 2.7  3.9  %
First Quarter Net Sales by Region
Three months ended Constant Currency
March 31, Increase/(Decrease) Increase/(Decrease)
(in millions) 2025 2024 $ change % change $ change % change
United States $ 424.2  $ 418.2  $ 6.0  1.4  % $ 6.0  1.4  %
EMEA 103.9  101.7  2.2  2.2  % 4.5  4.4  %
Japan 35.2  37.2  (2.0) (5.4) % (0.9) (2.4) %
Korea 66.2  75.3  (9.1) (12.1) % (2.9) (3.9) %
Rest of World 73.9  75.2  (1.3) (1.7) % 1.5  2.0  %
Total net sales $ 703.4  $ 707.6  $ (4.2) (0.6) % $ 8.2  1.2  %




9



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 to forecast 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 net 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.
We define Adjusted EBITDA in a manner consistent with the term “Consolidated EBITDA” as it is defined in our credit agreement. Adjusted EBITDA represents net income (loss) attributable to Acushnet Holdings Corp. adjusted for interest expense, net, income tax expense (benefit), depreciation and amortization; and other items defined in our credit agreement, including: share-based compensation expense; restructuring and transformation costs; certain transaction fees; extraordinary, unusual or non-recurring losses or charges; indemnification expense (income); certain pension settlement costs; certain other non-cash (gains) losses, net and the net income (loss) relating to noncontrolling interests.
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 the 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 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.
10



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 the 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
March 31,
2025 2024
Net income attributable to Acushnet Holdings Corp. $ 99,372  $ 87,762 
Interest expense, net 13,815  13,076 
Income tax expense 21,570  23,407 
Depreciation and amortization 14,277  13,781 
Share-based compensation 6,941  7,424 
Restructuring costs (1)
53  6,967 
Transformation costs (2)
3,158  3,825 
Other (3)
(19,983) 652 
Net loss attributable to noncontrolling interests (347) (3,203)
Adjusted EBITDA $ 138,856  $ 153,691 
Adjusted EBITDA margin 19.7  % 21.7  %
________________________
(1) For the three months ended March 31, 2024, includes $7.0 million related to the optimization of our supply chain.
(2) For the three months ended March 31, 2025 and 2024, includes $2.6 million and $3.1 million, respectively, related to the optimization of our information technology systems.
(3) For the three months ended March 31, 2025, includes a non-cash gain of $20.9 million related to the FootJoy golf shoe joint venture deconsolidation and $0.8 million related to the amortization of capitalized implementation costs for cloud computing arrangements. In addition, the three months ended March 31, 2025 and 2024 include other gains, losses or costs added back for purposes of calculating Adjusted EBITDA as defined in our credit agreement.

A reconciliation of non-GAAP Adjusted EBITDA, as forecasted for 2025, to the closest corresponding GAAP measure, net income, is not available without unreasonable efforts on a 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 other extraordinary, unusual or non-recurring items, net.
11