DALLAS, April 30, 2014 /PRNewswire/ -- ClubCorp, The
World Leader in Private Clubs® (NYSE: MYCC). ClubCorp announces
financial results for its fiscal-year 2014 first quarter ended
March 25, 2014. The first quarter of
fiscal 2014 and fiscal 2013 consisted of 12 weeks. All growth
percentages refer to year-over-year progress.
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First Quarter Results:
- Revenue increased $10.7
million to $165.7 million for
the first quarter of 2014. Revenue was up 6.9% compared to the
first quarter of 2013 due primarily to strong dues and private
event revenue at same store clubs, and revenue from newly acquired
clubs in 2013 and 2014.
- Adjusted EBITDA(1) increased $2.3 million to $32.1
million. Adjusted EBITDA was up 7.7% from increased
revenue and lower payroll and operating expenses as percent of
revenue.
- Same Store sales grew $5.1
million, up 3.2% versus the prior year; while same store
adjusted EBITDA grew 10.0% driven largely by stronger operating
results at reinvented clubs.
- Newly Acquired, clubs acquired in 2013 or 2014,
contributed revenue of $4.0 million
and adjusted EBITDA of $0.7
million.
- Reinvention. Through today, ClubCorp has reinvented 21
golf and country clubs and 16 business, sports and alumni
clubs. Reinvention is still underway at five same store golf
and country clubs and four business, sports and alumni clubs.
Also, the addition of reinvention elements are underway at all five
newly acquired clubs, including Oak Tree, Cherry Valley, Chantilly and both Prestonwood
properties.
- Acquisitions. As previously disclosed, ClubCorp added
two properties in March with the acquisition of Prestonwood Country
Club. Today, the company purchased two additional golf and
country clubs with the acquisition of TPC Piper Glen in
Charlotte, North Carolina and TPC
Michigan in Dearborn,
Michigan. ClubCorp has also finalized its lease and
management rights to the Baylor Club, an alumni club located within
the new Baylor University football
stadium under construction in Waco, Texas. Combined with the
management agreement to operate the Paragon business club in
Hefei, China, in total, ClubCorp's
expanded portfolio of owned or operated clubs will be 160.
- Membership. Total memberships as of March 25, 2014 were 148,149, an increase of
3,083, up 2.1% over memberships at March 19,
2013. Same store golf and country club memberships increased
1.0%, while total golf and country club memberships including newly
acquired clubs increased 4.9%. Same store business, sports and
alumni club memberships decreased 1.6%.
- Capital Structure. On April
11th the company announced the redemption in full
of approximately $270 million of its
10% senior unsecured notes. This redemption was funded by
$350 million of incremental senior
secured term loans that bear interest at the greater of 4.0% or
LIBOR plus 3.0%. Proceeds from the term loan were used to pay the
make-whole-premium on the senior unsecured notes, repay the
outstanding balance on the credit revolver and to increase
cash. The company expects annual interest savings of
approximately $13 million as a result
of the redemption and term loan proceeds.
2014 First Quarter
Summary:
|
(Unaudited financial
information)
|
|
|
First Quarter
Ended
|
|
|
|
(In thousands, except
for membership)
|
March 25,
2014
(12 weeks)
|
|
March 19,
2013
(12 weeks)
|
|
%
Change
|
|
|
|
|
|
|
|
|
|
Total
Revenue
|
$
|
165,723
|
|
|
$
|
155,060
|
|
|
6.9
|
%
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
(1)
|
|
|
|
|
|
|
|
|
Golf and Country
Clubs
|
$
|
36,402
|
|
|
$
|
32,633
|
|
|
11.5
|
%
|
Business, Sports and
Alumni Clubs
|
$
|
6,436
|
|
|
$
|
5,712
|
|
|
12.7
|
%
|
Other
|
$
|
(10,780)
|
|
|
$
|
(8,581)
|
|
|
(25.6)
|
%
|
Adjusted EBITDA
(1)
|
$
|
32,058
|
|
|
$
|
29,764
|
|
|
7.7
|
%
|
|
|
|
|
|
|
|
|
|
Membership
|
148,149
|
|
|
145,066
|
|
|
2.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
This earnings release
includes the metric entitled Adjusted EBITDA that is not calculated
in accordance with Generally Accepted Accounting Principles in the
U.S. ("GAAP"). See "Statement Regarding Non-GAAP Financial
Measures" section for the definition of Adjusted EBITDA and the
reconciliation later in this earnings release to the most
comparable financial measure calculated in accordance with
GAAP.
|
Segment Highlights:
Golf and country clubs (GCC):
- GCC total revenue of $127.8
million for the first quarter of 2014 increased $8.5 million, up 7.1%, compared to the first
quarter of 2013.
- GCC adjusted EBITDA was $36.4
million, an increase of $3.8
million, up 11.5%.
- GCC adjusted EBITDA margin was 28.5%, a 110 basis point
improvement versus the first quarter of 2013.
- Same store revenue increased $4.5
million, up 3.8%, driven by increases in base and upgrade
dues revenue, private events, a la carte food and beverage revenue,
and golf greens fees and retail revenue.
- Same store adjusted EBITDA increased $3.1 million, up 9.5%, due to increased revenue,
and improved food and beverage and retail margins.
- Same store adjusted EBITDA margin improved 150 basis points
versus prior year.
- Newly acquired golf and country clubs contributed revenue of
$4.0 million and adjusted EBITDA of
$0.7 million.
Business, sports and alumni clubs (BSA):
- BSA revenue of $38.4 million for
the first quarter of 2014 increased $0.6
million, up 1.6%, compared to the first quarter 2013 due to
an increase in private event, dues and a la carte revenue.
- BSA adjusted EBITDA was $6.4
million, an increase $0.7
million, up 12.7%.
- BSA adjusted EBITDA margin improved 160 basis points versus the
prior year, primarily due to timing of certain operating
expenses.
Quotes:
Eric Affeldt, president and
chief executive officer: "We are thrilled with the acquisitions
we have made during the first four months of this year. First, we
are very excited to add TPC Piper Glen and TPC Michigan and their
members to our premier network of golf and country clubs.
Second, we are very pleased to announce the new Baylor Club. This
alumni club will be a focal point of the new stadium and celebrates
the rich history of Baylor University. We welcome all these
new members and their families into our family. We hope to
build long-term relationships with each one of them, and encourage
them to visit and explore the variety and breadth of the ClubCorp
network."
"We are also very happy with our performance in the first
quarter. Despite outside concerns about poor weather
affecting our business, our strong first quarter results highlight
the stability, visibility and recurring nature of our membership
model. Solid organic growth coupled with reinventions and
acquisitions are providing positive momentum, particularly as we
move into the busy spring and summer months. We are committed
to our three pronged growth strategy of organic growth, reinvention
and acquisitions and feel confident these strategies will continue
to add value to our members and shareholders."
Curt McClellan, chief
financial officer: "We have had a very active start to the
year. We opportunistically refinanced our balance sheet,
dramatically reducing our interest expense and increasing liquidity
to fund future growth. We have added six new clubs since the
beginning of the year that both broaden our portfolio and extend
our geographic reach. Our results for the first quarter also
demonstrate our ability to execute by generating revenue growth and
prudently managing operating expenses. We are seeing wider
acceptance and usage for our upgrade product offerings and this
metric is a bullish sign that our club reinventions and
acquisitions are driving member usage and adding value to all of
our members. Our outlook for the balance of the year reflects
our ability to execute, reinvent and integrate newly acquired
clubs."
Company Outlook:
The following guidance is based on current management
expectations. All financial guidance amounts are estimates subject
to change, including as a result of matters discussed under the
"Forward-Looking Statements" cautionary language which follows, and
the Company undertakes no duty to update its guidance. For fiscal
year 2014, the Company reiterates its expectation to generate
revenue in the range of $830.0 million to
$860.0 million and adjusted EBITDA in the range of
$182.0 million to $190.0 million.
About ClubCorp Holdings:
Since its founding in 1957, Dallas-based ClubCorp has operated with the
central purpose of Building Relationships and Enriching Lives®.
ClubCorp is a leading owner-operator of private golf and country
clubs, business, sports, and alumni clubs in North America. ClubCorp owns or operates a
portfolio of approximately 160 golf and country clubs, business
clubs, sports clubs, and alumni clubs in 25 states, the
District of Columbia and two
foreign countries that serve over 370,000 members, with
approximately 15,000 peak-season employees. ClubCorp Holdings, Inc.
is a publicly traded company on the New York Stock Exchange (NYSE:
MYCC). ClubCorp properties include: Firestone Country Club
(Akron, Ohio); Mission Hills
Country Club (Rancho Mirage,
California); Capital Club Beijing; and Metropolitan Club
Chicago. You can find ClubCorp on Facebook at facebook.com/clubcorp
and on Twitter at @ClubCorp.
Conference Call:
The Company will hold a conference call, May 1, 2014 at 7:30 a.m.
CDT (8:30 a.m. EDT) to discuss
its first quarter fiscal 2014 financial results. The conference
call will be broadcast live and can be accessed via the Company's
website at ir.clubcorp.com. To participate in the teleconference,
please call in a few minutes before the start time: 877-317-6789
for U.S. callers, 866-605-3852 for Canadian callers and
412-317-6789 for international callers and reference the ClubCorp
first quarter conference call (confirmation code 10045229) when
prompted. For those unable to participate in the live call, a
webcast replay will be available at ir.clubcorp.com one hour after
completion of the call.
Statement Regarding Non-GAAP Financial
Measures
EBITDA is defined as net income before interest expense, loss
on extinguishment of debt, income taxes, interest and investment
income, and depreciation and amortization. Adjusted EBITDA is
defined as EBITDA plus or minus impairments, gain or loss on
disposition and acquisition of assets, losses from discontinued
operations, non-cash and other adjustments and equity-based
compensation expense and an acquisition adjustment.
We began using Adjusted EBITDA as our measurement of segment
profit and loss in fiscal year 2014. Prior to this change, we
utilized Segment EBITDA ("Segment EBITDA") as our measurement of
segment profit and loss, but we also presented Adjusted EBITDA on a
consolidated basis. These two measurements are not materially
different. This change was made to align our internal measurement
of segment profit and loss with the measurement used to evaluate
our performance on a consolidated basis and to reduce the number of
non-GAAP measurements we report, thus simplifying our financial
reporting. The manner in which we calculate Adjusted EBITDA has not
changed.
This earnings release and accompanying financial tables
include supplemental non-GAAP financial measures titled Adjusted
EBITDA. Adjusted EBITDA is not determined in accordance with GAAP
and should not be considered in isolation or as a substitute for a
measure of performance prepared in accordance with GAAP and is not
indicative of net income or loss as determined under GAAP. Non-GAAP
financial measures have limitations that should be considered
before using as a measure to evaluate the Company's financial
performance. Adjusted EBITDA, as presented, may not be comparable
to similarly titled measures reported by other companies due to
varying methods of calculation.
The financial statement tables that accompany this press
release include a reconciliation of non-GAAP financial measure to
the applicable and most comparable GAAP financial measure.
Special Note on Forward-Looking Statements
In addition to historical information, this press release
contains statements relating to future results (including certain
projections and business trends) that are "forward-looking
statements" within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, which are subject to the "safe harbor" created
by those sections. The Company generally uses the words "may",
"will", "could", "expect", "anticipate", "believe", "estimate",
"plan", "intend", and similar expressions in this press release and
any attachment to identify forward-looking statements. All
statements, other than statements of historical facts included in
this press release, including statements concerning plans,
objectives, goals, beliefs, business strategies, future events,
business conditions, results of operations, financial position and
business outlook, earnings guidance, business trends and other
information are forward-looking statements. The forward-looking
statements are not historical facts, and are based upon current
expectations, estimates and projections, and various assumptions,
many of which, by their nature, are inherently uncertain and beyond
management's control. All expectations, beliefs and projections are
expressed in good faith and the Company believes there is a
reasonable basis for them. However, there can be no assurance that
management's expectations, beliefs and projections will result or
be achieved and actual results may vary materially from what is
expressed in or indicated by the forward-looking
statements.
These forward-looking statements are subject to a number of
risks and uncertainties that could cause actual results to differ
materially from the forward-looking statements contained in this
press release, including among others: various factors beyond
management's control adversely affecting discretionary spending,
membership count and facility usage and other risks, uncertainties
and factors set forth in the section entitled "Risk Factors" in the
Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 2013.
Although the Company believes that these statements are based
upon reasonable assumptions, it cannot guarantee future results and
readers are cautioned not to place undue reliance on these
forward-looking statements, which reflect management's opinions
only as of the date of this press release. There can be no
assurance that (i) the Company has correctly measured or identified
all of the factors affecting its business or the extent of these
factors' likely impact, (ii) the available information with respect
to these factors on which such analysis is based is complete or
accurate, (iii) such analysis is correct or (iv) the Company's
strategy, which is based in part on this analysis, will be
successful. Except as required by law, the Company undertakes no
obligation to update or revise forward-looking statements to
reflect new information or events or circumstances that occur after
the date of this press release or to reflect the occurrence of
unanticipated events or otherwise. Readers are advised to review
the Company's filings with the SEC (which are available from the
SEC's EDGAR database at www.sec.gov and via the Company's website
at ir.clubcorp.com/SEC).
Statement Regarding Definitions and Financial
Measures
The definitions and basis of presentation for financial
measures used in this release, including EBITDA, Adjusted EBITDA
and same store measures, are discussed more fully in the Company's
Quarterly Report on Form 10-Q for the fiscal first quarter ended
March 25, 2014. This release should
be read in conjunction with the 2014 first quarter Form
10-Q.
(Financial Tables Follow)
CLUBCORP HOLDINGS,
INC.
|
SELECTED FINANCIAL
DATA—CONSOLIDATED SUMMARY
|
(In
thousands)
|
(Unaudited financial
information)
|
|
|
First Quarter
Ended
|
|
|
|
Consolidated
Summary
|
March 25,
2014
(12 weeks)
|
|
|
March 19,
2013
(12 weeks)
|
|
|
%
Change
|
|
|
|
|
Total
Revenue
|
$
|
165,723
|
|
|
$
|
155,060
|
|
|
6.9
|
%
|
|
|
Adjusted
EBITDA:
|
|
GCC
|
$
|
36,402
|
|
|
$
|
32,633
|
|
|
11.5
|
%
|
BSA
|
6,436
|
|
5,712
|
|
|
12.7
|
%
|
Other
|
(10,780)
|
|
(8,581)
|
|
|
(25.6)
|
%
|
Total Adjusted
EBITDA (1)
|
$
|
32,058
|
|
|
$
|
29,764
|
|
|
7.7
|
%
|
|
|
|
|
|
|
(1)
|
See "Statement
Regarding Non-GAAP Financial Measures" section of this earnings
release for the definition of Adjusted EBITDA and the
reconciliation later in this earnings release to the most
comparable financial measure calculated in accordance with
GAAP.
|
CLUBCORP HOLDINGS,
INC.
|
SELECTED FINANCIAL
DATA—GOLF AND COUNTRY CLUBS
|
(In thousands, except
for membership, dues per average same store membership,
|
revenue per average
same store membership and percentages)
|
(Unaudited financial
information)
|
|
|
|
First Quarter
Ended
|
GCC
|
March 25,
2014
(12 weeks)
|
|
March 19,
2013
(12 weeks)
|
|
%
Change (1)
|
|
|
|
|
|
Same Store
Clubs
|
|
|
|
|
Revenue
|
|
|
|
|
Dues
|
$
|
65,992
|
|
|
$
|
63,013
|
|
|
4.7
|
%
|
Food and
Beverage
|
23,868
|
|
22,597
|
|
|
5.6
|
%
|
Golf
Operations
|
23,873
|
|
23,078
|
|
|
3.4
|
%
|
Other
|
10,027
|
|
10,562
|
|
|
(5.1)
|
%
|
Revenue
|
$
|
123,760
|
|
|
$
|
119,250
|
|
|
3.8
|
%
|
Adjusted
EBITDA
|
$
|
35,733
|
|
|
$
|
32,633
|
|
|
9.5
|
%
|
Adjusted EBITDA
Margin
|
28.9
|
%
|
27.4
|
%
|
|
150 bps
|
|
|
|
|
|
New or Acquired
Clubs (2)
|
|
|
|
|
Revenue
|
$
|
4,011
|
|
|
$
|
—
|
|
|
NM
(1)
|
Adjusted
EBITDA
|
$
|
669
|
|
|
$
|
—
|
|
|
NM
(1)
|
|
|
|
|
|
Total Golf and
Country Clubs
|
|
|
|
|
Revenue
|
$
|
127,771
|
|
|
$
|
119,250
|
|
|
7.1
|
%
|
Adjusted
EBITDA
|
$
|
36,402
|
|
|
$
|
32,633
|
|
|
11.5
|
%
|
Adjusted EBITDA
Margin
|
28.5
|
%
|
27.4
|
%
|
|
110 bps
|
|
|
|
|
|
Same Store
Memberships
|
83,616
|
|
82,756
|
|
|
1.0
|
%
|
Total
Memberships
|
86,2829
|
|
82,756
|
|
|
4.9
|
%
|
Same Store Average
Membership (3)
|
83,527
|
|
82,738
|
|
|
1.0
|
%
|
Dues per Average Same
Store Membership (4)
|
$
|
790
|
|
|
$
|
762
|
|
|
3.7
|
%
|
Revenue per Average
Same Store Membership (4)
|
$
|
1,482
|
|
|
$
|
1,441
|
|
|
2.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Percentage changes
that are not meaningful are denoted by "NM."
|
(2)
|
New or Acquired Clubs
include those clubs which were acquired, opened or added under
management agreements in the twelve weeks ended March 25, 2014 and
fiscal year ended December 31, 2013 consisting of: Oak Tree Country
Club, Cherry Valley Country Club, Chantilly National Golf and
Country Club and Prestonwood Country Club.
|
(3)
|
Same store average
membership is calculated using the same store membership count at
the beginning and end of the period indicated.
|
(4)
|
Same store dues or
revenue divided by same store average membership.
|
CLUBCORP HOLDINGS,
INC.
|
SELECTED FINANCIAL
DATA—BUSINESS, SPORTS AND ALUMNI CLUBS
|
(In thousands, except
for membership, dues per average same store membership,
|
revenue per average
same store membership and percentages)
|
(Unaudited financial
information)
|
|
|
|
|
|
|
First Quarter
Ended
|
|
|
|
BSA
|
March 25,
2014
(12 weeks)
|
|
|
March 19,
2013
(12 weeks)
|
|
%
Change (1)
|
|
|
|
Same Store
Clubs
|
|
|
Revenue
|
|
|
Dues
|
$
|
17,885
|
|
|
$
|
17,593
|
|
1.7
|
%
|
Food and
Beverage
|
18,056
|
|
|
|
17,586
|
|
2.7
|
%
|
Other
|
2,498
|
|
|
|
2,669
|
|
(6.4)
|
%
|
Revenue
|
$
|
38,439
|
|
|
$
|
37,848
|
|
1.6
|
%
|
Adjusted
EBITDA
|
$
|
6,451
|
|
|
$
|
5,712
|
|
12.9
|
%
|
Adjusted EBITDA
Margin
|
16.8%
|
|
15.1%
|
|
170 bps
|
|
|
|
New or Acquired
Clubs (2)
|
|
|
Revenue
|
$
|
2
|
|
|
$
|
—
|
|
NM
(1)
|
Adjusted
EBITDA
|
$
|
(15)
|
|
|
$
|
—
|
|
NM
(1)
|
|
|
|
Total Business,
Sports and Alumni Clubs
|
|
|
Revenue
|
$
|
38,441
|
|
|
$
|
37,848
|
|
1.6
|
%
|
Adjusted
EBITDA
|
$
|
6,436
|
|
|
$
|
5,712
|
|
12.7
|
%
|
Adjusted EBITDA
Margin
|
16.7%
|
|
15.1%
|
|
160 bps
|
|
|
|
Same Store
Memberships
|
61,320
|
|
62,310
|
|
(1.6)
|
%
|
Total
Memberships
|
61,320
|
|
62,310
|
|
(1.6)
|
%
|
Same Store Average
Membership (3)
|
61,363
|
|
62,178
|
|
(1.3)
|
%
|
Dues per Average Same
Store Membership (4)
|
$
|
291
|
|
|
$
|
283
|
|
2.8
|
%
|
Revenue per Average
Same Store Membership (4)
|
$
|
626
|
|
|
$
|
609
|
|
2.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Percentage changes
that are not meaningful are denoted by "NM."
|
(2)
|
New or Acquired
Clubs include those clubs which are under development or were
acquired, opened or added under management agreements in the twelve
weeks ended March 25, 2014 and fiscal year ended December 31,
2013.
|
(3)
|
Same store average
membership is calculated using the same store membership count at
the beginning and end of the period indicated.
|
(4)
|
Same store dues or
revenue divided by same store average membership.
|
CLUBCORP HOLDINGS,
INC.
|
RECONCILIATION OF
NON-GAAP MEASURES TO CLOSEST GAAP MEASURE
|
(In
thousands)
|
(Unaudited financial
information)
|
|
|
First Quarter
Ended
|
|
March 25, 2014
(12 weeks)
|
|
March 19, 2013
(12 weeks)
|
Net loss
|
$
|
(3,788)
|
|
$
|
(10,491)
|
Interest
expense
|
15,726
|
|
19,580
|
Income tax (benefit)
expense
|
(864)
|
|
205
|
Interest and
investment income
|
(82)
|
|
(75)
|
Depreciation and
amortization
|
16,446
|
|
16,155
|
EBITDA
|
$
|
27,438
|
|
$
|
25,374
|
Impairments,
disposition of assets and loss from discontinued operations
(1)
|
2,069
|
|
1,224
|
Non-cash adjustments
(2)
|
462
|
|
810
|
Other adjustments
(3)
|
196
|
|
1,765
|
Equity-based
compensation expense (4)
|
832
|
|
—
|
Acquisition
adjustment (5)
|
1,061
|
|
591
|
Adjusted
EBITDA
|
$
|
32,058
|
|
$
|
29,764
|
|
|
|
|
|
|
|
|
(1)
|
Includes non-cash
impairment charges, loss on disposals of assets and net loss from
discontinued clubs.
|
(2)
|
Includes non-cash
items related to purchase accounting associated with the
acquisition of ClubCorp, Inc. (CCI) in 2006 by affiliates of KSL,
expense recognized for our long-term incentive plan related to
fiscal years 2011 through 2013 and non-cash income related to
mineral lease and surface rights agreements.
|
(3)
|
Represents
adjustments permitted by the credit agreement governing the Secured
Credit Facilities including cash distributions from equity method
investments less earnings of said investments, income or loss
attributable to non-controlling equity interests of continuing
operations, franchise taxes, adjustments to accruals for unclaimed
property settlements, acquisition costs, debt amendment costs,
other charges incurred in connection with the ClubCorp Formation
and management fees, termination fee and expenses paid to an
affiliate of KSL.
|
(4)
|
Includes equity-based
compensation expense, calculated in accordance with GAAP, related
to awards held by certain employees, executives and
directors.
|
(5)
|
Represents deferred
revenue related to initiation payments that would have been
recognized in the applicable period but for the application of
purchase accounting in connection with the acquisition of CCI in
2006.
|
CLUBCORP HOLDINGS,
INC.
|
UNAUDITED
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE
LOSS
|
For the Twelve Weeks
Ended March 25, 2014 and March 19, 2013
|
(In thousands of
dollars)
|
(Unaudited financial
information)
|
|
|
First Quarter
Ended
|
|
|
|
March 25,
2014
(12 weeks)
|
|
March 19,
2013
(12 weeks)
|
|
%
Change
|
REVENUES:
|
|
|
|
|
|
|
|
Club
operations
|
$
|
122,817
|
|
|
$
|
114,338
|
|
|
7.4
|
%
|
Food and
beverage
|
42,306
|
|
39,916
|
|
6.0
|
%
|
Other
revenues
|
600
|
|
806
|
|
(25.6)
|
%
|
Total
revenues
|
165,723
|
|
155,060
|
|
6.9
|
%
|
|
|
|
|
DIRECT AND
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:
|
|
|
Club operating costs
exclusive of depreciation
|
110,986
|
|
104,193
|
|
6.5
|
%
|
Cost of food and
beverage sales exclusive of depreciation
|
14,480
|
|
13,868
|
|
4.4
|
%
|
Depreciation and
amortization
|
16,446
|
|
16,155
|
|
1.8
|
%
|
Provision for
doubtful accounts
|
(236)
|
|
710
|
|
(133.2)
|
%
|
Loss on disposals of
assets
|
2,069
|
|
1,219
|
|
69.7
|
%
|
Equity in earnings
from unconsolidated ventures
|
(510)
|
|
(217)
|
|
(135.0)
|
%
|
Selling, general and
administrative
|
11,496
|
|
9,908
|
|
16.0
|
%
|
OPERATING
INCOME
|
10,992
|
|
9,224
|
|
19.2
|
%
|
|
|
|
|
Interest and
investment income
|
82
|
|
75
|
|
9.3
|
%
|
Interest
expense
|
(15,726)
|
|
(19,580)
|
|
19.7
|
%
|
LOSS FROM CONTINUING
OPERATIONS BEFORE INCOME TAXES
|
(4,652)
|
|
(10,281)
|
|
54.8
|
%
|
INCOME TAX BENEFIT
(EXPENSE)
|
864
|
|
(205)
|
|
521.5
|
%
|
LOSS FROM CONTINUING
OPERATIONS
|
(3,788)
|
|
(10,486)
|
|
63.9
|
%
|
Loss from
discontinued clubs, net of income tax
|
—
|
|
(5)
|
|
100.0
|
%
|
NET LOSS
|
(3,788)
|
|
(10,491
|
|
63.9
|
%
|
NET LOSS ATTRIBUTABLE
TO NONCONTROLLING INTERESTS
|
62
|
|
41
|
|
51.2
|
%
|
NET LOSS
ATTRIBUTABLE TO CLUBCORP
|
$
|
(3,726)
|
|
|
$
|
(10,450)
|
|
|
64.3
|
%
|
|
|
|
|
NET LOSS
|
$
|
(3,788)
|
|
|
$
|
(10,491)
|
|
|
63.9
|
%
|
Foreign currency
translation, net of tax
|
(319)
|
|
1,082
|
|
(129.5)
|
%
|
OTHER COMPREHENSIVE
(LOSS) INCOME
|
(319)
|
|
1,082
|
|
(129.5)
|
%
|
COMPREHENSIVE
LOSS
|
(4,107)
|
|
(9,409)
|
|
56.4
|
%
|
COMPREHENSIVE LOSS
ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
62
|
|
41
|
|
51.2
|
%
|
COMPREHENSIVE LOSS
ATTRIBUTABLE TO CLUBCORP
|
$
|
(4,045)
|
|
|
$
|
(9,368)
|
|
|
56.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
CLUBCORP HOLDINGS,
INC.
|
UNAUDITED
CONSOLIDATED CONDENSED BALANCE SHEETS
|
As of March 25, 2014
and December 31, 2013
|
(In thousands of
dollars, except share and per share amounts)
|
(Unaudited financial
information)
|
|
|
March 25,
2014
|
|
|
December 31,
2013
|
ASSETS
|
|
|
|
|
|
|
CURRENT
ASSETS:
|
|
|
Cash and cash
equivalents
|
$
|
60,051
|
|
|
$
|
53,781
|
Receivables, net of
allowances
|
59,261
|
|
|
83,161
|
Inventories
|
17,581
|
|
|
15,819
|
Prepaids and other
assets
|
15,106
|
|
|
13,339
|
Deferred tax
assets
|
7,780
|
|
|
10,403
|
Total current
assets
|
159,779
|
|
|
176,503
|
Investments
|
8,542
|
|
|
8,032
|
Property and
equipment, net
|
1,244,900
|
|
|
1,234,903
|
Notes receivable, net
of allowances
|
4,973
|
|
|
4,756
|
Goodwill
|
258,459
|
|
|
258,459
|
Intangibles,
net
|
27,125
|
|
|
27,234
|
Other
assets
|
26,474
|
|
|
26,330
|
TOTAL
ASSETS
|
$
|
1,730,252
|
|
|
$
|
1,736,217
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
CURRENT
LIABILITIES:
|
|
|
Current maturities of
long-term debt
|
$
|
11,614
|
|
|
$
|
11,567
|
Membership initiation
deposits - current portion
|
116,585
|
|
112,212
|
Accounts
payable
|
25,500
|
|
26,764
|
Accrued
expenses
|
37,984
|
|
36,772
|
Accrued
taxes
|
19,652
|
|
20,455
|
Other
liabilities
|
70,816
|
|
79,300
|
Total current
liabilities
|
282,151
|
|
287,070
|
Long-term
debt
|
648,180
|
|
638,112
|
Membership initiation
deposits
|
205,845
|
|
204,152
|
Deferred tax
liability
|
207,931
|
|
210,989
|
Other
liabilities
|
159,196
|
|
157,944
|
Total
liabilities
|
1,503,303
|
|
1,498,267
|
|
|
|
|
EQUITY
|
|
|
Common stock of
ClubCorp Holdings, Inc., $0.01 par value, 200,000,000 shares
authorized; 64,216,801 and 63,789,730 issued and outstanding
at March 25, 2014 and
December 31, 2013, respectively
|
642
|
|
638
|
Additional paid-in
capital
|
313,376
|
|
320,274
|
Accumulated other
comprehensive loss
|
(1,389)
|
|
(1,070)
|
Retained
deficit
|
(96,395)
|
|
(92,669)
|
Total stockholders'
equity
|
216,234
|
|
227,173
|
Noncontrolling
interests in consolidated subsidiaries and variable interest
entities
|
10,715
|
|
10,777
|
Total
equity
|
226,949
|
|
237,950
|
TOTAL LIABILITIES
AND EQUITY
|
$
|
1,730,252
|
|
|
$
|
1,736,217
|
|
|
|
|
|
|
|
CLUBCORP HOLDINGS,
INC.
|
UNAUDITED
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
|
For the Twelve Weeks
Ended March 25, 2014 and March 19, 2013
|
(In thousands of
dollars)
|
(Unaudited financial
information)
|
|
|
|
First Quarter
Ended
|
|
March 25, 2014
(12 weeks)
|
|
|
MARCH 19, 2013
(12 weeks)
|
CASH FLOWS FROM
OPERATING ACTIVITIES:
|
|
|
|
|
|
|
Net loss
|
$
|
(3,788)
|
|
|
$
|
(10,491)
|
Adjustments to
reconcile net loss to cash flows from operating
activities:
|
|
|
|
Depreciation
|
16,338
|
|
15,496
|
Amortization
|
108
|
|
659
|
Bad debt
expense
|
(228
|
|
712
|
Equity in earnings
from unconsolidated ventures
|
(510
|
|
(217
|
Distribution from
investment in unconsolidated ventures
|
—
|
|
762
|
Loss on disposals of
assets
|
2,071
|
|
1,215
|
Amortization and
write-off of debt issuance costs
|
579
|
|
522
|
Accretion of discount
on member deposits
|
4,638
|
|
4,618
|
Amortization of above
and below market rent intangibles
|
(64
|
|
62
|
Equity-based
compensation
|
832
|
|
—
|
Net change in
deferred tax assets and liabilities
|
(1,735)
|
|
(7,367)
|
Net change in prepaid
expenses and other assets
|
(4,190)
|
|
(1,948)
|
Net change in
receivables and membership notes
|
24,750
|
|
(2,982)
|
Net change in
accounts payable and accrued liabilities
|
(52)
|
|
584
|
Net change in other
current liabilities
|
(9,965)
|
|
22,977
|
Net change in other
long-term liabilities
|
676
|
|
(682)
|
Net cash provided by
operating activities
|
29,460
|
|
23,920
|
CASH FLOWS FROM
INVESTING ACTIVITIES:
|
|
Purchase of property
and equipment
|
(12,425)
|
|
(7,862)
|
Acquisitions of
clubs
|
(10,903)
|
|
—
|
Proceeds from
dispositions
|
202
|
|
32
|
Net change in
restricted cash and capital reserve funds
|
(148)
|
|
(43)
|
Return of capital in
equity investments
|
—
|
|
760
|
Net cash used in
investing activities
|
(23,274)
|
|
(7,113)
|
CASH FLOWS FROM
FINANCING ACTIVITIES:
|
|
Repayments of
long-term debt
|
(3,100)
|
|
(3,524)
|
Proceeds from new
debt borrowings
|
11,200
|
|
—
|
Distribution to
owners
|
(7,622)
|
|
(35,000)
|
Proceeds from new
membership initiation deposits
|
164
|
|
94
|
Repayments of
membership initiation deposits
|
(530)
|
|
(256)
|
Net cash provided by
(used in) financing activities
|
112
|
|
(38,686)
|
EFFECT OF EXCHANGE
RATE CHANGES ON CASH
|
(28)
|
|
113
|
NET INCREASE
(DECREASE) IN CASH AND CASH EQUIVALENTS
|
6,270
|
|
(21,766)
|
CASH AND CASH
EQUIVALENTS - BEGINNING OF PERIOD
|
53,781
|
|
81,965
|
CASH AND CASH
EQUIVALENTS - END OF PERIOD
|
$
|
60,051
|
|
|
$
|
60,199
|
SUPPLEMENTAL
DISCLOSURE OF CASH FLOW INFORMATION:
|
|
|
|
|
Cash paid for
interest
|
$
|
1,028
|
|
|
$
|
5,784
|
Cash paid for income
taxes
|
$
|
202
|
|
|
$
|
197
|
|
|
|
|
|
|
|
CLUBCORP HOLDINGS,
INC.
|
SELECTED FINANCIAL
DATA—CONSOLIDATED SUMMARY
|
(In
thousands)
|
(Unaudited financial
information)
|
|
|
Quarter Ended
(1)
|
|
|
Fiscal Year
Ended
|
Consolidated
Summary
|
March 19,
2013 (12
weeks)
|
|
June 11, 2013
(12 weeks)
|
|
September 3,
2013 (12
weeks)
|
|
December 31,
2013
(17 weeks)
|
|
|
December 31,
2013
(52 weeks)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Revenue
|
$
|
155,060
|
|
$
|
195,619
|
|
$
|
194,835
|
|
$
|
269,566
|
|
|
$
|
815,080
|
|
|
|
|
Adjusted
EBITDA:
|
|
|
|
|
|
|
|
GCC
|
$
|
32,633
|
|
$
|
46,834
|
|
$
|
43,189
|
|
$
|
57,702
|
|
|
$
|
180,358
|
BSA
|
5,712
|
8,425
|
4,712
|
15,651
|
|
34,500
|
Other
|
(8,581)
|
(9,402)
|
(6,333)
|
(13,188)
|
|
|
|
(37,504)
|
Total Adjusted EBITDA
(2)
|
$
|
29,764
|
|
$
|
45,857
|
|
$
|
41,568
|
|
$
|
60,165
|
|
|
$
|
177,354
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The quarters ended
March 19, 2013, June 11, 2013 and September 3, 2013 consisted of 12
weeks and the quarter ended December 31, 2013 consisted of 17
weeks.
|
(2)
|
See "Statement
Regarding Non-GAAP Financial Measures" section of this earnings
release for the definition of Adjusted EBITDA.
|
CLUBCORP HOLDINGS,
INC.
|
|
|
|
|
SELECTED FINANCIAL
DATA—GOLF AND COUNTRY CLUBS
|
|
|
|
|
(In
thousands)
|
|
|
|
|
(Unaudited financial
information)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter Ended
(1)
|
|
|
Fiscal Year
Ended
|
|
|
|
|
GCC
|
March 19, 2013
(12 weeks)
|
|
June 11, 2013
(12 weeks)
|
|
September 3,
2013
(12 weeks)
|
|
December 31,
2013
(17 weeks)
|
|
|
December
31,
2013
(53 weeks)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Same Store
Clubs
|
|
Revenue
|
|
Dues
|
$
|
62,634
|
|
$
|
64,327
|
|
$
|
65,604
|
|
$
|
92,333
|
|
|
$
|
284,898
|
Food and
Beverage
|
22,220
|
35,899
|
33,112
|
46,219
|
|
137,450
|
Golf
Operations
|
23,048
|
38,235
|
38,231
|
41,596
|
|
141,110
|
Other
|
10,501
|
11,595
|
13,776
|
13,916
|
|
|
|
49,788
|
Revenue
|
$
|
118,403
|
|
$
|
150,056
|
|
$
|
150,723
|
|
$
|
194,064
|
|
|
$
|
613,246
|
Adjusted
EBITDA
|
$
|
32,551
|
|
$
|
46,180
|
|
$
|
42,510
|
|
$
|
56,406
|
|
|
$
|
177,647
|
Adjusted EBITDA
Margin
|
27.5%
|
30.8%
|
28.2%
|
29.1%
|
|
29.0%
|
|
|
|
|
|
|
|
|
New or Acquired
Clubs (2)
|
|
|
|
|
|
|
|
Revenue
|
$
|
847
|
|
$
|
2,043
|
|
$
|
5,343
|
|
$
|
7,144
|
|
|
$
|
15,377
|
Adjusted
EBITDA
|
$
|
82
|
|
$
|
654
|
|
$
|
679
|
|
$
|
1,296
|
|
|
$
|
2,711
|
|
|
|
|
|
|
|
|
Total Golf &
Country Clubs
|
|
|
|
|
|
|
|
Revenue
|
$
|
119,250
|
|
$
|
152,099
|
|
$
|
156,066
|
|
$
|
201,208
|
|
|
$
|
628,623
|
Adjusted
EBITDA
|
$
|
32,633
|
|
$
|
46,834
|
|
$
|
43,189
|
|
$
|
57,702
|
|
|
$
|
180,358
|
Adjusted EBITDA
Margin
|
27.4%
|
30.8%
|
27.7%
|
28.7%
|
|
28.7%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The quarters ended
March 19, 2013, June 11, 2013 and September 3, 2013 consisted of 12
weeks and the quarter ended December 31, 2013 consisted of 17
weeks.
|
(2)
|
New or Acquired
Clubs include those clubs which were acquired, opened or added
under management agreements in the fiscal years ended December 31,
2013 and December 25, 2012 consisting of: LPGA International,
Hollytree Country Club, Hartefeld National Golf Club, Oak Tree
Country Club, Cherry Valley Country Club and Chantilly National
Golf and Country Club.
|
CLUBCORP HOLDINGS,
INC.
|
SELECTED FINANCIAL
DATA—BUSINESS, SPORTS AND ALUMNI CLUBS
|
(In
thousands)
|
(Unaudited financial
information)
|
|
|
|
|
|
|
Quarter Ended
(1)
|
|
|
Fiscal Year
Ended
|
BSA
|
March 19, 2013
(12 weeks)
|
|
June 11, 2013
(12 weeks)
|
|
September 3,
2013
(12 weeks)
|
|
December 31,
2013
(17 weeks)
|
|
|
December 31,
2013
(53 weeks)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Same Store
Clubs
|
|
Revenue
|
|
Dues
|
$
|
17,593
|
|
$
|
17,597
|
|
$
|
17,580
|
|
$
|
24,830
|
|
|
$
|
77,600
|
Food and
Beverage
|
17,586
|
21,341
|
16,354
|
34,890
|
|
90,171
|
Other
|
2,669
|
2,710
|
2,694
|
4,586
|
|
|
|
12,659
|
Revenue
|
$
|
37,848
|
|
$
|
41,648
|
|
$
|
36,628
|
|
$
|
64,306
|
|
|
$
|
180,430
|
Adjusted
EBITDA
|
$
|
5,712
|
|
$
|
8,425
|
|
$
|
4,712
|
|
$
|
15,659
|
|
|
$
|
34,508
|
Adjusted EBITDA
Margin
|
15.1%
|
20.2%
|
12.9%
|
24.4%
|
|
19.1%
|
|
|
|
|
|
|
|
|
New or Acquired
Clubs
|
|
|
|
|
|
|
|
Revenue
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
Adjusted
EBITDA
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(8)
|
|
|
$
|
(8)
|
|
|
|
|
|
|
|
|
Total Business,
Sports and Alumni Clubs
|
|
|
|
|
|
|
|
Revenue
|
$
|
37,848
|
|
$
|
41,648
|
|
$
|
36,628
|
|
$
|
64,306
|
|
|
$
|
180,430
|
Adjusted
EBITDA
|
$
|
5,712
|
|
$
|
8,425
|
|
$
|
4,712
|
|
$
|
15,651
|
|
|
$
|
34,500
|
Adjusted EBITDA
Margin
|
15.1%
|
20.2%
|
12.9%
|
24.3%
|
|
19.1%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The quarters ended
March 19, 2013, June 11, 2013 and September 3, 2013 consisted of 12
weeks and the quarter ended December 31, 2013 consisted of 17
weeks.
|
SOURCE ClubCorp, Inc.