Latham & Watkins Advises Topgolf Callaway Brands in Sale of Majority Stake in Topgolf Business to Leonard Green & Partners

Topgolf Callaway Brands Corp. (NYSE: MODG) announced that it has signed a definitive agreement to sell a 60% stake in its Topgolf and Toptracer business to private equity funds managed by Leonard Green & Partners, L.P. The transaction values Topgolf at approximately US$1.1 billion. In connection with this sale and its related financing transactions, Topgolf Callaway Brands expects to receive approximately US$770 million in net proceeds, subject to purchase price adjustments. The transaction is subject to certain regulatory approvals and customary closing conditions. Upon the closing of this transaction, the Company plans to change its name to Callaway Golf Company and update its ticker symbol to CALY.

Latham & Watkins LLP represents Topgolf Callaway Brands in the transaction with a corporate deal team led by San Diego partners Craig Garner and Kevin Reyes and Los Angeles partner David Zaheer, with associates Dylan Towns, Zach Kobayashi, and Shelby Harrison. Advice was also provided on tax matters by Los Angeles partner Pardis Zomorodi and Houston partner Jared Grimley, with associate Dominick Constantino; on intellectual property matters by Bay Area partner Michelle Gross, with associates Ryan Sanders, Julian Savelski, and Karen Sung, and assistance from Wes Dantzler; on employee benefits matters by San Diego partner Holly Bauer and Los Angeles partner David Taub, with associate Joseph Benedetto; on finance matters by Los Angeles partner Kenneth Askin, with associates Shane Alexander, Rychelle Andersen, and Kendall Ota; on antitrust matters by Washington, D.C. partners Jason Cruise and Peter Todaro and Frankfurt partner Max Hauser, with associates Niklas Brüggemann and Christina Lantuh; on data privacy and cybersecurity matters by San Diego/Bay Area counsel Jennifer Howes, with associate Ryleigh Chen; on real estate matters by San Diego counsel Achraf Farraj; on environmental matters by Orange County partner Chris Norton; on debt capital markets matters by New York/Los Angeles partner Greg Rodgers and New York partner Andrew Blumenthal, with associate Andrew Bentz; and on insurance matters by San Diego partner Drew Gardiner.